Barramundi Limited/Announcement
Barramundi Limited logo

Barramundi 2021 Annual Report

Annual Report15 September 2021BRMFinancials

ANNUAL REPORT
2021

30 JUNE

03 About Barramundi
06 Directors’ Overview

10 Manager’s Report

16 The STEEPP Process

18 Barramundi Portfolio Stocks

26 Board of Directors

27 Corporate Governance

Statement

33 Directors’ Statement of

Responsibility

34 Financial Statements

53 Independent Auditor’s Report

57 Shareholder Information

59 Statutory Information

62 Directory

CONTENTSCALENDAR

Next Dividend Payable

Interim Period End (1H22)

24 SEPTEMBER 2021

31 DECEMBER 2021

Annual Shareholders’ Meeting

Ellerslie Event Centre, Auckland

10:30am

15 OCTOBER 2021

2

Barramundi Limited

|


Annual Report |

2021

This report is dated 6 September 2021 and is signed on behalf of the Board of
Barramundi Limited by Alistair Ryan, Chair, and Carol Campbell, Director.

Alistair Ryan, Chair Carol Campbell, Director

ABOUT BARRAMUNDI

Barramundi Limited (“Barramundi” or “the Company”) is a listed investment

company that invests in growing Australian companies. The Barramundi portfolio

is managed by Fisher Funds Management Limited (“Fisher Funds” or “the

Manager”), a specialist investment manager with a track record of successfully

investing in quality, growth companies. Barramundi listed on NZX Main Board on

26 October 2006 and may invest in companies that are listed on an Australian stock

exchange (with a primary focus on those outside the top 20 at the time of investment)

or unlisted companies.

INVESTMENT OBJECTIVES

The key investment objectives of Barramundi are to:

• achieve a high real rate of return, comprising both income and capital growth,

within risk parameters acceptable to the directors; and

• provide access to a diversified portfolio of Australian quality, growth stocks through

a single tax efficient investment vehicle.

INVESTMENT APPROACH

The investment philosophy of Barramundi is summarised by the following broad

principles:

• invest as a medium to long-term investor exiting only on the basis of a fundamental

change in the original investment case;

• invest in companies that have a proven track record of growing profitability; and

• construct a diversified portfolio of investments, based on the ‘STEEPP’ investment

criteria (see pages 16 and 17).

3

Barramundi Limited

|


Annual Report |

2021

4
Barramundi Limited

|


Annual Report |

2021

Dividends paid during the year ended 30 June 2021 (cents per share)

Total for the year ended 30 June 2021 – 6.00 cents per share (2020: 5.56 cps)

DIVIDENDS PAID

25 September

2020

1.34

18 December

2020

1.45

26 March

2021

1.58

25 June

2021

1.63

For the 12 months ended 30 June 2021

AT A GLANCE

$52.3M

Net profit

+41.6 %

Gross performance return

+83.3%

Total shareholder return

As at 30 June 2021

$1.10

Share price

$0.87

NAV per share

+37.6%

Adjusted NAV return

5
Barramundi Limited

|


Annual Report |

2021

As at 30 June 2021

SECTOR SPLIT

As at 30 June 2021

LARGEST INVESTMENTS

9%

CSL Limited

7%

Carsales.com

6%

SEEK

6%

Wisetech

5%

Commonwealth

Bank

Financials 25%

Healthcare 22%

Information Technology 20%

Communication Services 19%

Consumer Discretionary 5%

Industrials 4%

Consumer Staples 4%

The Barramundi portfolio also holds some cash

These are the five largest percentage holdings in the Barramundi portfolio. The full Barramundi portfolio and percentage holding

data as at 30 June 2021 can be found on page 15.

DIRECTORS’ OVERVIEW
“Total shareholder

return

1

was 83%,

with net profit at

a record $52.3m

for the 2021

financial year . . .

an excellent return

for shareholders

despite the

prevailing market

uncertainties”

Alistair Ryan

Chair

6

Barramundi Limited

|


Annual Report |

2021

For the 2021 financial year, the Barramundi
portfolio recorded a net profit after expenses

and tax of $52.3m, which equated to an

adjusted NAV return of 37.6%

2

. Barramundi’s

gross performance return was 41.6%

3

, well

ahead of the Company’s benchmark (S&P/ASX

200 Index (hedged 70% to NZD) 28.1%

4

for the

12-month period to 30 June 2021.

Over the course of Barramundi’s 2021 financial year,

the Australian sharemarket, along with most global

markets, continued to recover the performance that

had initially been erased during the worst of the

Covid-19 pandemic. The ASX 200 Index demonstrated

resilience by starting the 2021 calendar year only a

few percentage points shy of its all-time highs and this

year’s 2021 reporting season has seen many Australian

companies, across all industries, deliver positive

earnings surprises, with 60% of companies beating

market expectations

7

.

Barramundi has benefited from the strong Australian

sharemarket rally, with most of the portfolio

investments generating strong returns. The Barramundi

team’s continued focus on the STEEPP process, and the

rigour and analytical discipline that goes with that, has

seen the portfolio deliver significant gains.

Shareholders have experienced a strengthening share

price over the 2021 financial year, with the share price

rising almost 60%. As a result, the total shareholder

return, which includes the change in share price,

dividends paid per share and the impact of warrants

was 83.3%

1

for 2021, (2020: 21.6%).

REVENUES AND EXPENSES

The 2021 net profit result comprised gains on

investments of $53.9m, dividend, interest and other

income of $3.3m, less operating expenses and tax

of $2.4m and a performance fee of $2.5m. Overall

operating expenses were $2.5m higher than the

previous year (2020), principally due to the capped

performance fee.

The Barramundi portfolio achieved a return in excess

of both the performance fee hurdle (the change in

the Bank Bill Index rate plus 7%) and the High Water

Mark (the highest net asset value at the end of the

previous financial year in which a performance fee was

paid, adjusted for changes in capital). The performance

fee earn rate was renegotiated down from 15% to 10%

in FY19 and capped at 1.25%. The performance fee cap

applies for FY21.

DIVIDENDS

Barramundi continues to distribute 2.0% of average net

asset value per quarter. Over the 12-month period to

30 June 2021, Barramundi paid 6.0 cents per share in

dividends. The next dividend will be 1.69 cents per share,

payable on 24 September 2021 with a record date of 9

September 2021.

Barramundi has a dividend reinvestment plan which

provides ordinary shareholders with the option to

reinvest all or part of any cash dividends in fully paid

ordinary shares. Full details of the dividend reinvestment

plan

5

can be found in the Barramundi Dividend

Reinvestment Plan Offer Document, a copy of which

is available at www.barramundi.co.nz/investor-centre/

capital-management-strategies/.

WARRANTS

Barramundi has a regular warrant programme. On 5

October 2020, 52.5m new Barramundi warrants were

allotted. One new warrant was issued to all eligible

shareholders for every four shares held on the record

date (2 October 2020). The warrants are exercisable on

29 October 2021 at $0.70 per warrant, adjusted down

for dividends declared during the period up to the

announcement of the 29 October 2021 Exercise Price.

SHARE BUYBACKS

Share Buybacks

6

are another part of Barramundi’s capital

management programme. During the 12 months to

30 June 2021, the share price to NAV discount did not

exceed 8% and there were therefore no buybacks during

F Y21.

ANNUAL SHAREHOLDERS’ MEETING

The 2021 annual meeting will be held on Friday 15

October at 10:30am at the Ellerslie Event Centre in

Auckland and online. All shareholders are encouraged

to attend, with those who are unable to attend invited

to cast their vote on Company resolutions prior to the

meeting.

1

Total shareholder return – the return combines the share price performance, the warrant price performance, the net value of converting

any warrants into shares, and the dividends paid to shareholders. It assumes all dividends are reinvested in the Company’s dividend

reinvestment plan, and that shareholders exercise their warrants, (if they were in the money), at warrant expiry date.

2

The adjusted net asset value return is the underlying performance of the investment portfolio adjusted for dividends, (and other capital

management initiatives) and after expenses, fees and tax.

3

Gross performance return – the Manager’s portfolio performance in terms of stock selection and currency hedging before expenses,

fees and tax. It is an appropriate return measure for assessing the Manager’s performance against an index or benchmark.

4

S&P / ASX 200 index (hedged 70% to NZ$).

5

Participation forms for the Dividend Reinvestment Plan (DRP) can be obtained by contacting either Barramundi or Computershare Investor

Services Limited.

6

Shares purchased under the buyback programme are held as treasury stock and subsequently reissued to shareholders under the dividend

reinvestment plan.

7

Per Goldman Sachs Report.

7

Barramundi Limited

|


Annual Report |

2021

DIRECTORS’ OVERVIEW CONTINUED
COMPANY PERFORMANCE

FOR THE YEAR ENDED 30 JUNE20212020201920182 0 175 YEARS

(ANNUALISED)

Total Shareholder Return83.3%21.6%15.5%10.1%6.2%24.7%

Adjusted NAV Return37. 6%10.6%5.6%22.6%2.7%15 .1%

Dividend Return

1

6.6%8.5%8.8%8.9%8.6% -

Net Profit$52.3m$12.5m$7. 4 m$20.5m$2.7m -

Basic Earnings per Share24.82cps6.44cps4.40cps12.99cps1.82cps -

OPEX ratio3.3%2.0%2.0%3.7%2.1% -

OPEX ratio (before performance fee)1.7%1.8%2.0%1.8%2.1% -

AS AT 30 JUNE20212020201920182 0 17

NAV (as per financial statements)$0.87$0.68$0.69$0.71$0.64

Adjusted NAV$2.59$1. 89$1.70$1.61$1.32

Share Price$1.10$0.69$0.63$0.60$0.60

Warrant Price$0.35 -$0.02 -$0.01

Share Price (Premium)/Discount to NAV

2

(36.8%)(1.5%)8.7%15.5%6.3%

DIRECTOR RETIREMENT – CARMEL

FISHER

After fifteen years as a director of Barramundi Limited,

Carmel Fisher retired from the board, effective from 6

August 2021.

Carmel is proud to have launched and overseen the

management of Barramundi. She has stated that it has

been a privilege to have worked with an outstanding

team of people, both at the Manager (Fisher Funds)

and with her fellow directors. While Carmel has

decided that it is time to move on after many years

of direct involvement, she has full confidence in the

board and Manager and, as a significant shareholder,

looks forward to the continued success of Barramundi.

D IR ECTO R E LECT I O N

The board has, effective 1 July 2021, appointed David

McClatchy as an independent director, replacing

Carmel Fisher. In accordance with the Barramundi

constitution and NZX Listing Rules, David will stand

for election at this year’s Annual Shareholders’

Meeting. The board unanimously endorses David’s

election.

DIRECTOR RE-ELECTION

Carol Campbell, director since 2012 and Chair of

the Barramundi Audit and Risk Committee, retires

by 3-year rotation at this year’s annual meeting and

will stand for re-election. The board unanimously

endorses Carol’s re-election.

CONCLUSION

The 2021 financial year has been a strong year for

Barramundi and one of recovery for the Australian

sharemarket. Just how sharemarkets will perform,

in what continues to be a highly uncertain Covid-

influenced environment, will be played out in

the months ahead. The board is pleased at the

Manager’s continued focus on investing in quality

companies which have continued to grow and yield

satisfying returns for shareholders.

We would like to thank you for your continued

support and look forward to seeing many of you at

our annual meeting in October.

On behalf of the board,

Alistair Ryan, Chair

Barramundi Limited

6 September 2021

8

Barramundi Limited

|


Annual Report |

2021

NON-GAAP FINANCIAL INFORMATION
Barramundi uses the following non-GAAP measures:

• adjusted net asset value – the underlying value of the investment portfolio adjusted for capital allocation

decisions after expenses, fees and tax,

• adjusted NAV return – the net return to an investor after expenses, fees and tax,

• gross performance return – the Manager’s portfolio performance in terms of stock selection and currency

hedging before expenses, fees and tax,

• total shareholder return – the return combines the share price performance, the warrant price performance, the

net value of converting any warrants into shares, and the dividends paid to shareholders. It assumes all dividends

are reinvested in the Company’s dividend reinvestment plan, and that shareholders exercise their warrants, (if

they were in the money), at warrant expiry date,

• OPEX ratio – the percentage of Barramundi’s assets used to cover operating expenses, excluding tax and

brokerage, and

• dividend return – how much Barramundi pays out in dividends each year relative to its average share price

during the period. (Dividends paid by Barramundi may include dividends received, interest income, investment

gains and/or return of capital).

All references to the above measures in this Annual Report are to such non-GAAP measures. The calculations applied

to non-GAAP measures are described in the Barramundi Non-GAAP Financial Information Policy. A copy of the policy

is available at http://barramundi.co.nz/about-barramundi/barramundi-policies/.

TOTAL SHAREHOLDER RETURN

Oct

2007

Oct

2006

Oct

2008

Oct

2009

Oct

2010

Oct

2011

Oct

2012

Oct

2013

Oct

2014

Oct

2015

Oct

2016

Oct

2017

Oct

2018

Oct

2019

Oct

2020

Share Price/Total Shareholder Return

$

1.00

$

1.50

$

2 .00

$

2 .50

$

3 .00

$

3 .50

$

4.00

$

0.50

$

0.00

Share Price Total Shareholder Return

PORTFOLIO PERFORMANCE

FOR THE YEAR ENDED 30 JUNE20212020201920182 0 175 YEARS

(ANNUALISED)

Gross Performance Return41.6%13.5%10.0%24.3%6.0%18.4%

Blended Index

3

28 .1%(6.6%)10.2%14.9%14.7%11.7%

Performance Fee Hurdle

4

7. 3%8.2%9.0%9.0%9.2%

NB: All returns have been reviewed by an independent actuary.

1

Barramundi’s dividend return is calculated by dividing the dividends paid in a given year by the average share price for that

year. (The dividend policy of paying a quarterly dividend that is 2% of average NAV has been consistently applied).

2

Share price (premium)/discount to NAV (including warrant price on a pro-rated basis).

3

Blended index: S&P/ASX Small Ords Industrial Gross Index until 30 September 2015 & S&P/ASX 200 index (hedged 70% to

NZ$) from 1 October 2015. Returns shown gross in NZ$ terms.

4

The performance fee hurdle is the Benchmark Rate (NZ 90 Day Bank Bill Index +7%).

9

Barramundi Limited

|


Annual Report |

2021

MANAGER’S REPORT
Robbie Urquhart

Senior Portfolio Manager

“This has been

a great year for

Barramundi, especially

when we consider

the backdrop of the

COVID-19 pandemic

that continues to

overshadow the

g l o b e.”

10

Barramundi Limited

|


Annual Report |

2021

SUMMARY AND MARKET REVIEW
For the year ending 30 June 2021, the Barramundi

portfolio delivered a gross performance return (the

return before expenses, fees and tax) of 41.6%. This is

well in excess of the 28.1% for the benchmark S&P/ASX

200 Index (70% hedged into NZ$).

The financial year began with many countries including

Australia in various states of pandemic related lockdown.

Assisted by significant fiscal and monetary stimulus, the

sharp market rebound and nascent economic recovery

from the March 2020 lows were underway. Following

the shock of COVID-19, companies had begun to get to

grips with the changed operating environment. They had

begun altering their operations accordingly.

From the start of July to the end of October 2020, the

ASX200 Index rose +1.5%. Performance was led by

companies well placed to navigate a ‘locked down’

world such as those in the Information Technology

sector (+22.3% in this period). Healthcare (+1.5%)

companies also proved resilient. Uncertainty over the

duration of stringent lockdowns, such as those imposed

in Victoria, as well as uncertainty about the effectiveness

and delivery timetable of COVID-19 vaccines, tempered

the performance of sectors that benefit more from a

cyclical recovery. These included Energy (-15.9% in the

period), Industrials (-4.1%) and Financials (-1.1%).

This all changed in early November 2020 when strong

positive data about the efficacy of vaccines was received

from a number of COVID-19 vaccine providers. Investor

confidence that vaccines would reduce the impact of the

virus, enabling countries to re-open and the economic

recovery to take root, lifted sharply. Along with this,

long-term interest rates rose strongly as the market

began pricing in higher inflation expectations linked to

this recovery. The Australian 10-year government bond

yield lifted from 0.83% in October to a peak of 1.92% in

February 2021 before subsiding to 1.53% by the end of

June 2021.

The market shifted its focus to companies that would

benefit strongly from economies ‘re-opening’ as well

as from increasing inflation and higher interest rates. A

number of financials and commodity/materials producers

were beneficiaries of this trend. Share prices of many

Information Technology and Healthcare companies,

which were not seen to benefit as much from these

trends, tended to do less well.

This change in sentiment helped drive the ASX 200

Index up +25.9% (in A$) from November through to

the end of the financial year. Financials (+37.1% over

this time), Communication Services (+33.7%), Consumer

Discretionary (+30.7%) and Materials (+27.9%) drove this

strong performance.

A lot of the strong performance from companies in

these sectors was realised between November and

March when positive ‘re-opening’ and ‘rising inflation’

sentiment was at its highest.

THE BARRAMUNDI PORTFOLIO

YEAR IN REVIEW

Our investment philosophy, leads us to be more heavily

invested in high quality and growing businesses rather

than those companies more closely tied to shorter-term

gyrations in the economic cycle.

Given the market backdrop, it is not surprising that the

Barramundi portfolio performed strongly from June to

the end of October, rising +11.6% (gross) in this time.

We were equally pleased with Barramundi’s resilience

from November to June 2021, where it kept pace

with the ASX 200 Index when the more economically

cyclical companies tended to outperform. In this period,

Barramundi rose +25.6% (gross) in comparison to the

ASX200 Index which rose +26.4%. The blend and mix of

companies across different sectors in the portfolio stood

Barramundi in good stead.

THE BANKS ADDED BALANCE AND

CONTRIBUTED MEANINGFULLY TO

BARRAMUNDI RETURNS IN THE

YEAR

So for example, while the banks won’t grow their

earnings as quickly as other portfolio companies, they

are high quality businesses. They added balance to the

portfolio and contributed strongly to returns during

these periods when interest rates and inflation concerns

were rising. Over the full financial year, ANZ returned

+59.9% (in A$), CBA +48.4%, NAB +49.3% and

Westpac +49.5%.

The banks entered the pandemic with their balance

sheets in the strongest shape they had been in for

decades. This allowed them to give thousands of

customers mortgage or interest payment ‘holidays’ as

the economic fallout from the pandemic took root. The

banks were a key member of ‘team Australia’, along

with the Government, and the Reserve Bank of Australia

(RBA). The Government injected significant fiscal

stimulus into the economy through business subsidy

programmes such as Jobkeeper. The RBA provided

significant monetary policy stimulus.

Combined, these actions all helped households and

businesses bridge the economic chasm wrought by the

pandemic. As a consequence, the feared explosion in

bad debt charges never materialised for the banks. As

the economy began recovering, the banks seamlessly

increased their lending to meet rising customer demand

for credit, which in turn helped to further boost the

economic recovery. This contributed to the strong

rebound seen in the banks’ share prices.

11

Barramundi Limited

|


Annual Report |

2021

MANAGER’S REPORT CONTINUED
This was a rare example where government, central

banks and business stood together in a time of need.

Households and businesses across Australia benefitted.

TEAM AUSTRALIA SOWED THE

SEEDS FOR A STRONG SHARE

MARKET REBOUND AS THE

ECONOMY RE-OPENED

This underpinned the strong rebound in share

prices of debt/credit management business Credit

Corp (+92.9%) and outdoor advertising company

oOH!Media (+92.3%). Both companies are exposed to

the domestic Australian economy and their share prices

had suffered when the pandemic unfolded.

In a like vein, 4x4 accessories manufacturer ARB

Corporation (+87.5%) and Domino’s Pizza (+78. 2%)

also benefitted from rising consumer sentiment and

spending. In ARB’s case, with international travel off

the agenda, demand for vehicles and accessories rose

as consumers travelled and took holidays domestically.

Domino’s did a superb job across all its countries in

meeting increased demand for pizza deliveries as

socially distanced consumers stayed home when ‘eating

out’.

Remote working seems to be one of the enduring

consequences of the pandemic. This shift in how

companies operate has accelerated the ‘digitisation’ of

commerce. Wisetech (+65.3%) is a strong beneficiary

of this trend. Wisetech provides software that helps

logistics companies (such as DHL or Mainfreight)

automate the transportation of goods across the world

for their clients. This includes booking space for a

container to be put onto a ship, tracking the shipment

to its end destination and simplifying the filing of

necessary documents such as customs clearance forms.

Two Wisetech customers rolled out its software across

their global operations in each of FY2019 and FY2020.

This accelerated to six new global rollouts announced

during FY2021. This is a sharp uplift in customer usage

of its software.

Similarly, Xero (+52.2%) stands to benefit from small

and medium-sized companies increasing their use of

online-based accounting software. We were impressed

with how Xero moderated its ‘growth’ agenda over

the last year. With heightened COVID-19 uncertainty

impacting its clients at the start of the financial year,

Xero reined in advertising and marketing spend. It

decided that it was better off focusing on increasing

product functionality to help existing clients than

chasing new clients in those months. So product

development spend was increased, but advertising was

decreased. This led to a slowdown in new subscriber

growth rates but a boost in profitability and cash flow

in the first half of the year.

As its customers adapted to working during the

pandemic, Xero once more went on the marketing

offensive, increasing marketing spend substantially in

the second half of the financial year. Xero also began

lifting prices for its software (alongside a rollout of the

product enhancements developed earlier in the year).

This resulted in an outstanding increase in subscriber

growth for Xero in the latter part of the year. Although

profit margins fell (because of increased marketing

spend), this bodes well for long-term profit growth.

It was pleasing to see Xero adjust its spending in the

changing environment. At the same time, management

never lost sight of the long-term picture – growing its

customer base profitably and generating long-term

value for shareholders.

HAVING EXCELLED DURING 2020,

SHARE PRICE RETURNS OF

HEALTHCARE COMPANIES LAGGED

DURING FY2021

It seems a bit churlish to call out our healthcare

companies as laggards in the year.

As we discussed last year, our healthcare companies

excelled during the initial stages of the pandemic.

They perform a critical function for society, and their

earnings proved resilient in a volatile environment. Their

strong FY2020 share price returns reflected this.

In 2021, investor attention shifted to those companies

which benefit more strongly from the re-opening

economy. Our healthcare companies, such as pathology

business Sonic Healthcare (+29.7%), Resmed

(+19.9%) and industrial business Ansell (+21.1%) w h i c h

manufactures protective equipment, still performed

exceptionally well for shareholders. However, relative

to a very strong performance from other portfolio

companies they did ‘less well’. We would note each of

these companies, is well positioned to keep growing

once the pandemic is in the rear-view mirror.

Bellwether plasma products business, CSL (+0.4%)

has been similarly well run throughout this arduous

environment. However, COVID-19 related lockdowns

and consumer cautiousness has reduced the amount

of plasma it has been able to collect, impacting its

growth. This is a near-term phenomenon, and will be

resolved in time. Collections have begun to increase

and we expect these trends to continue through the

rest of calendar year 2021.

Like CSL, demand for Nanosonics (-13.9%) ultrasound

probe disinfectant products was impacted by reduced

patient admissions into hospitals during the past year.

This too will likely prove to be short term. We expect

the growth in sales to keep picking up as economies re-

open and hospital access and patient admissions return

to normal.

12

Barramundi Limited

|


Annual Report |

2021

KEY PORTFOLIO CHANGES IN THE
YEAR

Relative to the prior year, we made few changes in

terms of portfolio positioning. We added two new

companies, Audinate and Fineos, to the portfolio

which we discuss below.

We increased our weighting in Next DC and Wisetech.

The outlook for both businesses has improved due to

the accelerated ‘digitisation’ of business.

We sold our position in Link Administration (discussed

below) and reinvested the proceeds into our existing

portfolio companies. This included increasing our

weighting in supermarket operator Woolworths.

In June 2021, Woolworths completed the de-merger

of its Endeavour retail drinks and hospitality (pubs/

clubs) business in Australia. For each share we owned in

Woolworths, we received one Endeavour share as part

of the de-merger.

We own Woolworths primarily because we like

the strong position of its core supermarket division

(Woolworths supermarkets in Australia and Countdown

in New Zealand). Endeavour was not a core part of our

investment thesis. Once it listed, we sold our Endeavour

shares and also reinvested the proceeds into topping up

our Woolworths shareholding.

AUDINATE AND FINEOS: FRESH

GROWTH IMPETUS FOR THE

PORTFOLIO

Audinate’s proprietary technology (known as Dante) has

been established as the technology standard for digital

professional audio networking systems globally. Sound

system products (speakers, amplifiers, mixers) that are

enabled by Dante technology can distribute digital

audio signals across networks of audio equipment in

many different settings. These include in corporate

offices, houses of worship and transport systems such

as Sydney trains. These products are also found in

venues such as the Boston Convention and Exhibition

centre and sports stadiums such as the Minneapolis

baseball stadium, Target Field.

Audinate’s technology is underpinning a global

structural shift from expensive analogue to far cheaper

digital audio networked systems. This transition is at an

early stage, thereby offering Audinate many years of

growth in front of it.

Audinate’s technology has become the industry

standard, putting it in an enviable competitive position.

So for example, for speakers from one manufacturer

to be linked up digitally with microphones made

by another, they both need this Dante technology.

This has created a virtuous circle of increasing the

demand for Dante technology, entrenching it in audio

equipment product cycles. If everyone else is using Dante

technology, a manufacturer is unlikely to try a new

competing technology.

Audinate is expanding the appeal of Dante technology

by investing in educating sound technicians about the

technology. There are over 120,000 Dante certified

sound technicians globally. During the pandemic,

Audinate rapidly increased its education campaigns.

These technicians are likely to advocate for Dante-

enabled products to be used in the workplace. This

education lays the groundwork for greater adoption of

its products in the future.

Fineos was the second new addition to the portfolio

in the year. Led by founder (and majority shareholder)

Michael Kelly, Fineos is a leading provider of policy

administration systems software to insurance companies

operating in the Life, Accident & Health (LA&H)

insurance industry. Its “key Claims” product helps

insurance companies efficiently process associated health

insurance related claims.

Fineos counts some of the leading insurers in the USA,

Australia and ACC in NZ amongst its client base. The

LA&H industry is in the early stages of switching from

legacy mainframe-centric systems to digital products like

those offered by Fineos. Fineos’ software is assessed as

a market leader. The company is well positioned to grow

its client base and has a substantial runway of growth in

front of it.

Since it listed on the stock market in 2019, Fineos

has added to its track record in successfully winning

new customer contracts and through rising use of

its software by existing customers. It has successfully

converted customers from using the on-premise version

of Fineos’ software to the cloud-based version.

A PROPOSED TAKEOVER GAVE

US A GOOD OPPORTUNITY TO

SELL OUR LINK ADMINISTRATION

SHAREHOLDING

Low interest rates (and ample government and central

bank stimulus) have spurred companies and investors

to borrow significant amounts of money cheaply (at

historically low interest rates). This has led to a boom in

acquisitions that has also helped underpin the rally in

shares over the year.

Within our portfolio, Link Administration (+49.1%)

received a pair of non-binding, indicative proposals from

bidders in late 2020.

Link had shown signs of investment thesis drift over

the previous few years. Its scale advantage of being the

largest (lowest cost) outsourced funds administration

provider in the Australian market was not as strong as

we had initially assessed. Link was unable to increase

13

Barramundi Limited

|


Annual Report |

2021

MANAGER’S REPORT CONTINUED
the prices of its services despite its scale and cost

advantage. In other words, its customers’ bargaining

position was stronger than we had expected. In

addition, we underestimated the influence the

Government could have on the superannuation

sector. In a surprise move, the Australian Government

announced a few meaningful changes to the

superannuation system in 2018 (and again in response

to COVID-19) which had the net effect of reducing

Link’s profitability. Link had also bolstered its earnings

growth by acquiring businesses over the years, some of

which did not live up to expectation.

Consequently, when the takeover activity resulted in

Link’s share price increasing close to our assessment of

a fair valuation, we sold our shares.

SALE OF ARB SHARES DRIVEN

BY OUR CAUTION OVER ARB’S

SUSTAINABLE GROWTH RATE AND

VALUATION

During the year, we also exited our shareholding in

ARB (+ 8 7. 5%).

ARB has been a strong beneficiary of the COVID-19

led government stimulus. This boosted demand

for its products in many markets over the last year.

With international travel off the agenda, demand for

ARB’s 4x4 accessories soared as consumers travelled

domestically. It benefitted from pent up demand for

new 4x4s / SUVs in Australia, and was also assisted by

one-off tax breaks for new vehicles.

The increase in ARB’s share price suggests to us

that the market expects this increased growth rate

in earnings to be permanent. However, we view

this uptick in demand as cyclical and temporary. As

economies open up, supply chain disruptions ease and

COVID related tax breaks roll off, in 2022 we believe

the company’s growth rate will subside.

We like ARB as a company, hold management in high

regard and value its strong position in the niche 4x4

accessories market. We suspect it may re-appear in the

portfolio at some point, but for now we have moved it

into our fishing pond.

INVESTMENT SUMMARY AND

OUTLOOK

Along with global share markets, the ASX200 has been

buttressed by significant fiscal and monetary policy

stimulus by the Australian Government and the RBA.

Team Australia has acted in a decisive, co-ordinated

fashion. This has resulted in the Australian economy

and ASX share prices recovering far faster and more

strongly than anticipated in March 2020.

The Australian domestic economy has proved resilient.

Unemployment has fallen quickly. The potential

increase in bad debts that was feared by many, has not

materialised.

Both Australia and NZ have been blessed with lower

COVID-19 infection rates than many countries abroad.

However in comparison to countries leading the

vaccination roll-out statistics, Australia and NZ have

been slow to dispense vaccines. At the time of writing,

Sydney and New South Wales have recently entered

into a lockdown as the state battles to control its worst

surge in COVID infections since the pandemic began.

This suggests that both countries will remain vulnerable

to outbreaks of new variants of the virus. Both countries

will be restricted from fully re-opening until the domestic

vaccination roll-outs are largely complete.

With this note of caution, we nevertheless remain

optimistic as we start the new financial year. The global

economy continues to recover from the pandemic.

Where there are set-backs, governments and central

banks stand ready to step in and provide additional

stimulus – as they did in 2020. With interest rates low,

and ample funding available, we have seen a boom in

mergers and acquisitions activity. This is likely to remain

supportive for share markets.

Companies are generally not as cheap as they were

a year ago, however earnings prospects have also

generally improved.

It is worth reiterating that Barramundi is invested in

a blend of high quality, growing companies across a

range of industries. Our portfolio companies are well

run and typically provide customers with critical goods

and services. This makes our portfolio performance less

reliant on any one specific economic scenario. This also

gives us confidence in our portfolio companies’ ability to

grow their earnings over the longer term.



Robbie Urquhart, Senior Portfolio Manager

Fisher Funds Management Limited

6 September 2021

14

Barramundi Limited

|


Annual Report |

2021


PORTFOLIO HOLDINGS

SUMMARY AS AT 30 JUNE 2021

Company

%

Holding

Ansell3.7%

ANZ Banking Group4 .1%

AUB Group4.6%

Audinate Group1.9%

Brambles4.2%

Carsales6.9%

Commonwealth Bank5.5%

Credit Corp3.1%

CSL8.5%

Domino's Pizza2.7%

Fineos Corporation Holdings2.6%

Nanosonics2.3%

National Australia Bank3.5%

NEXTDC4.2%

Ooh! Media2.0%

PWR Holdings2.7%

REA Group4 .1%

ResMed4.7%

SEEK6.0%

Sonic Healthcare2.7%

Westpac4 .1%

Wise Tech Global5.7%

Woolworths Group3.6%

Xero Limited5.3%

Equity Total98.7%

Australian cash0.0%

New Zealand cash0.5%

Total Cash0.5%

Centrebet Rights0.0%

Forward foreign exchange contracts0.8%

Total 100.0%

15

Barramundi Limited

|


Annual Report |

2021

16
Barramundi Limited

|


Annual Report |

2021

STRENGTH OF

THE B USINESS

What is the company’s

competitive advantage? Is it

sustainable? Is the company a

market leader? Does it have a

dominant position? A strong

business is one that can maintain

its profit margins by employing a

unique strategy.

TR A CK

RECORD

How has the company performed

in the past? Has the company

performed under the same

management team? Has it grown

organically or by acquisition? How

did the company react during a

downturn? Fisher Funds prefers to

buy established companies that

have executed well in the past.

EARNINGS

HISTO R Y

How fast has the company

been able to grow its earnings

in the past? How consistent

has earnings growth been?

Fisher Funds prefers to buy

companies that exhibit secular

growth characteristics where the

company has proven its ability

to provide a high or improving

return on invested capital.

Fisher Funds employs a process that it calls STEEPP to analyse existing and potential portfolio

companies. This analysis gives each company a score against a number of criteria that Fisher Funds

believes need to be present in a successful portfolio company. All companies are then ranked

according to their STEEPP score to broadly determine their portfolio weighting (or indeed whether

they make the grade to be a portfolio company in the first place).

The STEEPP criteria are as follows:

STE

THE STEEPP PROCESS

Applying this STEEPP analysis, Fisher Funds constructed a portfolio

for Barramundi which comprised 25 securities as at 30 June 2021.

17
Barramundi Limited

|


Annual Report |

2021

EARNINGS GROWTH

FORECAST

What is the company’s earnings

growth forecast over the next

three to five years? What is the

probability of achieving the

forecast? What does Fisher Funds

expect the company’s earnings

potential to be? Fisher Funds

notices that too many analysts

focus on short-term earnings. As

long-term growth investors, Fisher

Funds thinks about where the

company’s earnings could be in

three to five years.

PEOPLE/

MANAGEMENT

Who are the management team

and how long have they been in

their roles? Who are the directors,

what is their history with the

company and what do they bring

to the board? What is the depth of

management in the organisation

and is there a succession plan for

the key executive roles? Do the

management team own shares

in the business and how are

they rewarded? Has the board

and management exhibited

good corporate behaviour in the

areas of environmental, social

and governance considerations?

For Fisher Funds, the quality of

the company management and

its corporate governance is of

paramount importance.

PRICE/

VALUATION

How much of the future earnings

growth is already reflected in

the share price? Where does the

current share price sit in relation

to Fisher Funds’ worst to best case

valuation range? A company will

generate a higher score where the

market price currently reflects little

of that company’s upside potential.

EPP

18
Barramundi Limited

|


Annual Report |

2021

WHAT DOES IT DO?

AUB Group operates a network

of 73 general insurance

brokers across Australia and

New Zealand that is focused

on the small to medium-sized

business market. Allied to this,

it has 31 specialist underwriting

agencies, Australian and New

Zealand independent broker

management groups and a 40%

stake in BizCover, Australia’s

leading digital small to medium

business insurance platform.

WHY DO WE OWN IT?

We like AUB’s owner-driver

business model where member

firms are strongly incentivised

to grow. The insurance broking

industry continues to offer

acquisition opportunities for

AUB and there are on-going

benefits from its focus on

optimising the performance

of its existing broker network

and allied operations. The

combination of adding more

firms to its network, long-term

organic growth in the insurance

market and the benefits of scale

should continue to drive healthy

earnings growth for AUB over

time.

+ 57 %

TOTAL SHARE RETURNTOTAL SHARE RETURN

THE BARRAMUNDI

PORTFOLIO STOCKS

WHAT DOES IT DO?

Ansell designs, develops,

manufactures and markets a

wide range of personal protective

equipment (predominantly gloves)

for use in various industrial and

manufacturing activities and in

healthcare. It is essentially an

industrial materials business that

transforms natural rubber latex and

synthetic latex into these value-

added products. It is a leading

player (#1 or #2) in all its key

market segments.

WHY DO WE OWN IT?

Ansell has an attractive

combination of businesses that

benefit when the world economy

grows and those that enjoy

relatively resilient demand even

when economies are weak. We

expect the company’s earnings to

grow over time as better health

and safety standards are adopted

in emerging markets and as it

successfully differentiates its

products from the commodity-end

of the markets it serves through

both branding and product

innovation. A heightened focus on

hygiene standards as a result of the

COVID-19 virus has led to increased

demand for Ansell’s products,

a large proportion of which we

expect will be sustained.

WHAT DOES IT DO?

Australia and New Zealand Banking

Group Limited (ANZ) has significant

retail and business banking

operations in its home markets

of Australia and New Zealand. It

has a leading agricultural banking

business in New Zealand.

WHY DO WE OWN IT?

Along with the other major

Australian banks, ANZ enjoys

a supportive industry structure

and has a wide economic moat.

The major banks’ scale, capital

strength, regulatory expertise,

technology and brands constitute

significant barriers to entry for

potential competitors, allowing

the banks to earn healthy returns

on their capital. As the economy

continues recovering following

the COVID-19 lockdowns in 2020,

we’d expect the Australian banks

to increase dividends and capital

returns to shareholders.

+21 %

TOTAL SHARE RETURNTOTAL SHARE RETURN

The following is a brief introduction to each of your portfolio companies, with a description

of why Fisher Funds believes they deserve a position in the Barramundi portfolio. Total share

return is for the year to 30 June 2021 and is based on the closing price for each company plus any

capital management initiatives. For companies that are new additions to the portfolio during

the year, total share return is from the first purchase date to 30 June 2021.

+60%

TOTAL SHARE RETURNTOTAL SHARE RETURN

Total share returns in Australian dollar terms sourced from Bloomberg.

19
Barramundi Limited

|


Annual Report |

2021

+8%

TOTAL SHARE RETURNTOTAL SHARE RETURN

+ 16 %

TOTAL SHARE RETURNTOTAL SHARE RETURN

WHAT DOES IT DO?

Brambles is a supply-chain

logistics company operating in

more than 50 countries. The

group specialises in the pooling

of unit-load equipment and

associated services, primarily

the outsourced management of

pallets (CHEP). Over 75% of the

company’s revenue is derived from

the fast-moving consumer goods,

beverage and fresh produce

sectors.

WHY DO WE OWN IT?

Although Brambles is a capital-

intensive business, it generates

attractive returns on capital. It is

difficult for potential competitors

to replicate the scale of Brambles’

pallet pool (around US$4 billion)

and its extensive service centre

network. Moreover, there is

considerable IP in managing the

flow of pallets through the supply

chain and keeping control of the

assets. We expect sound growth

from Brambles for many years

to come as the penetration of

pooled, rental pallets continues

to increase in developed markets

and as modern supply chains are

established in emerging markets.

WHAT DOES IT DO?

Carsales owns a network of

classified advertising websites

in Australia and internationally,

including South Korea (Encar) and

Brazil (Webmotors). Carsales has

recently acquired a shareholding

in Trader Interactive, a company

with the leading campervan

and powersports (jet skis, snow

mobiles) advertising portals in the

US.

WHY DO WE OWN IT?

Carsales is the largest online

vehicle advertiser in its core

markets including now in the

US through Trader Interactive.

Consumers looking to buy vehicles

look on Carsales’ websites

because that’s where they’ll get

the largest selection to choose

from. Similarly, sellers of vehicles

have to advertise there because

that’s where the buyers are. This

virtuous circle puts Carsales in a

very strong position and makes it

really hard for the competition to

encroach on its dominance. Well

led, Carsales is a strong business

with attractive growth prospects

in a number of countries across

the world.

WHAT DOES IT DO?

Audinate is the leading provider

of professional digital audio

networking technologies.

Audinate’s technology, branded

as ‘Dante’, distributes digital audio

signals over computer networks.

It is sold to and incorporated in

professional sound equipment

produced by global manufacturers

(such as speakers and amplifiers).

Dante technology is displacing

more expensive analogue

networking technology.

WHY DO WE OWN IT?

Dante technology has become

the standard technology globally

for digital networking of sound

systems. For products from one

manufacturer (say speakers) to be

digitally networked with products

from another manufacturer (say

a microphone), both products

need the Dante technology.

This creates a virtuous circle of

demand for Dante technology as

more and more sound systems

are digitally networked. This

acts as a significant competitive

advantage and helps cement

Audinate’s leading position in

the development of the digital

professional audio networking

market. Analogue systems are at

an early phase of displacement.

As such Audinate has a long

runway of growth in front of it,

which we like.

+54%

TOTAL SHARE RETURNTOTAL SHARE RETURN

20
Barramundi Limited

|


Annual Report |

2021

BARRAMUNDI PORTFOLIO STOCKS CONTINUED

WHAT DOES IT DO?

Commonwealth Bank of

Australia (CBA) operates a

leading banking franchise in

both Australia and New Zealand

and has a strong presence in all

spheres of retail and business

banking. CBA has built a very

profitable portfolio of assets

and positioned itself to benefit

from key growth areas in the

Australian economy. The bank

also enjoys an enviable scale

advantage in gathering deposits,

allowing it an important source

of stable and low-cost funding.

WHY DO WE OWN IT?

The big four Australian banks

enjoy a supportive industry

structure and wide economic

moats. Their scale, capital

strength, regulatory expertise,

technology and brands

constitute significant barriers to

entry for potential competitors,

allowing the banks to earn

healthy returns on their capital.

CBA’s significant share in core

Australian lending and deposit

gathering should ensure it

continues to profit and grow

over time. As the economy

continues recovering following

the COVID-19 lockdowns in

2020, we’d expect the Australian

banks to increase dividends and

capital returns to shareholders.

WHAT DOES IT DO?

Credit Corp purchases and then

collects, on its own account,

portfolios of defaulted debt.

These are primarily bought

from banks. The company has

leveraged its understanding

of the sub-prime market to

build a consumer lending

business that focuses on credit

impaired borrowers. It also has

a developing US purchased debt

ledger (PDL) operation.

WHY DO WE OWN IT?

Credit Corp has a strong

reputation with Australia’s major

banks and with compliance

authorities that protect consumer

interests. The company has an

outstanding senior management

team that has demonstrated

pricing discipline, excellent

capital allocation, a focus on

operational improvement and

maintenance of a conservative

balance sheet. Together these

have enabled Credit Corp to

retain the leading share of the

Australian PDL market while its

main competitors have suffered

from self-inflicted difficulties.

The Australian PDL business

is mature, but Credit Corp’s

Consumer Lending and US

PDL businesses provide further

significant growth opportunities.

+48 %

TOTAL SHARE RETURNTOTAL SHARE RETURN

+93%

TOTAL SHARE RETURNTOTAL SHARE RETURN

+0.4%

TOTAL SHARE RETURNTOTAL SHARE RETURN

WHAT DOES IT DO?

CSL is a leader in the growing

global plasma therapies market,

with therapies that address

severe autoimmune and nerve

degeneration conditions. CSL

owned Seqirus is a leading

developer, manufacturer and

distributor of influenza vaccines

globally.

WHY DO WE OWN IT?

CSL’s therapies address

conditions for which drug trials

are typically difficult to conduct,

giving existing companies with

approved therapies a tremendous

advantage. As a result, CSL enjoys

healthy returns on capital and

strong earnings growth over

very long product lifecycles. In

addition to owning several leading

therapies, CSL has historically and

continues to invest significant

resources in plasma supply and

research and development,

securing future earnings growth.

21
Barramundi Limited

|


Annual Report |

2021

+78 %

TOTAL SHARE RETURNTOTAL SHARE RETURN

-11%

TOTAL SHARE RETURNTOTAL SHARE RETURN

-14%

TOTAL SHARE RETURNTOTAL SHARE RETURN

WHAT DOES IT DO?

Fineos is a leading provider of

policy administration systems

software to the Life, Accident &

Health (LA&H) insurance industry.

Its Claims product is used by 7 of

the top 10 LA&H insurers in the

US and 6 of the top 10 insurers

in Australia, as well as ACC and

Partners Life in NZ.

WHY DO WE OWN IT?

LA&H insurers are in the early

stages of switching from legacy

mainframe centric systems to

fully digital solutions like those

offered by Fineos. Fineos’s core

Claims product is best in class,

mission-critical software. It is

well-positioned to keep winning

contracts and increase penetration

within existing clients.

WHAT DOES IT DO?

Domino’s Pizza Enterprises is the

master franchisor of the Domino’s

brand in Australia, New Zealand,

France, Belgium, the Netherlands,

Germany, Denmark, Japan and

Taiwan (pending). The company

has revolutionised the pizza

restaurant industry in its key

markets by focusing on meeting

consumer taste, convenience and

value needs.

WHY DO WE OWN IT?

A store count that is targeted to

double by 2033, combined with

expectations of sound same store

sales growth, means Domino’s is

well placed for solid growth for

many years to come. The business

has significant scale, technology

expertise and a powerful brand,

all of which combine to create

a formidable barrier to entry for

potential competitors. Its strength

in delivery has been advantageous

over the COVID-19 pandemic

and has enabled it to capture

new customers, many of whom

will continue to purchase from

it even as life returns to normal.

With the strong growth Domino’s

has delivered in its existing

territories, it is also positioned to

obtain further master franchise

opportunities in new regions.

WHAT DOES IT DO?

Nanosonics has developed an

innovative technology for point of

use, high-level disinfection. The

company’s first product to market,

the Trophon, is revolutionising

disinfection in the sonograph

market and is now being

distributed globally by Nanosonics

and in partnership with leading

companies like GE Healthcare and

Phillips.

WHY DO WE OWN IT?

Hospitals, medical facilities and

healthcare regulators around the

world are increasingly focused

on preventing infection through

more stringent disinfection

requirements. With a strong patent

portfolio and the first product to

market, the Trophon, Nanosonics is

well-positioned for healthy future

earnings growth.

22
Barramundi Limited

|


Annual Report |

2021

WHAT DOES IT DO?

Ooh! Media is a leading Out of

Home advertising company. It has

a network of more than 37,000

digital and static assets (billboards,

screens) located across Australia

and New Zealand. Its locations

include roadsides, retail centres,

airports, train stations, bus stops,

office towers, cafes, bars and

universities. The advertising space

provided by Ooh!’s billboards and

screens is sold to advertisers to

enable them to reach consumers

as they move around in their daily

lives.

WHY DO WE OWN IT?

The advertising industry is

characterised by increasing

audience fragmentation and the

disruption of traditional broadcast

media (print, free-to-air TV and

radio) by new media, like online

and mobile. In contrast to these

other traditional broadcast

media, Out of Home advertising

is ubiquitous and unavoidable.

It is therefore a powerful and

growing broadcast medium for

advertisers. At the same time, a

range of technological advances

is further increasing its attraction

for advertisers. Digital screens

enable more flexible, sophisticated

and tailored interaction with

audiences.

BARRAMUNDI PORTFOLIO STOCKS CONTINUED

WHAT DOES IT DO?

Next DC is a high-quality data

centre operator. It currently

operates nine data centres across

Australia and has commenced

earthworks on two more. Next

DC provides only the data centre

infrastructure within which its

customers can locate their servers.

Next DC has built a reputation

as a leading provider of quality

data centres that meet the strict

requirements of its customers.

WHY DO WE OWN IT?

Next DC benefits from the

strong secular growth trends

in cloud computing, data use

and connectivity. The Australian

cloud services market has grown

significantly and still has a long

way to go. The growth in demand

for cloud services has been

accelerated by the COVID-19

crisis. Assisted by this tailwind,

Next DC’s earnings should

multiply as the capacity of its

existing data centres becomes

fully utilised and as the capacity

of its new data centres comes

on-stream over the next couple

of years.

WHAT DOES IT DO?

National Australia Bank (NAB)

is one of Australia’s “big four”

banks. It operates a leading

banking franchise in both

Australia and New Zealand and

has a strong presence in all

spheres of retail and business

banking. NAB has a formidable

stable of brands supporting its

top tier position in both deposit

gathering and lending.

WHY DO WE OWN IT?

The big four Australian banks

enjoy a supportive industry

structure and wide economic

moats. Their scale, regulatory

expertise, technology and brands

constitute significant barriers to

entry for potential competitors,

allowing the banks to earn

healthy returns on their capital. As

the economy continues recovering

following the COVID-19

lockdowns in 2020, we’d expect

the Australian banks to increase

dividends and capital returns to

shareholders.

+49 %

TOTAL SHARE RETURNTOTAL SHARE RETURN

+2 0 %

TOTAL SHARE RETURNTOTAL SHARE RETURN

+92%

TOTAL SHARE RETURNTOTAL SHARE RETURN

23
Barramundi Limited

|


Annual Report |

2021

+60%

TOTAL SHARE RETURNTOTAL SHARE RETURN

+58%

TOTAL SHARE RETURNTOTAL SHARE RETURN

+20%

TOTAL SHARE RETURNTOTAL SHARE RETURN

WHAT DOES IT DO?

ResMed is a global leader in the

treatment of sleep disordered

breathing conditions like

obstructive sleep apnea and

other respiratory conditions like

chronic obstructive pulmonary

disease (“COPD”). It designs,

manufactures and distributes

a range of cloud-connected

devices such as CPAP flow

generators and ventilators, and

their associated consumables like

masks and tubing. It develops

and operates the cloud-based

platforms to which these devices

are connected. These enable

patients, physicians, equipment

providers and payers to monitor

and manage treatment.

WHY DO WE OWN IT?

ResMed has large addressable

markets that will provide it with

a long-growth runway. There are

more than 400 million people

globally with moderate to severe

sleep apnea, yet even in well-

established markets like North

America, less than 20% of suffers

are being treated. Moreover,

aging and obesity are increasing

the prevalence of this disorder.

Similarly, there are more than

380 million people with COPD.

As the number of people on

treatment rises over time,

demand for the regular resupply

of consumables such as masks

increases, which gives ResMed

a very defensive revenue stream

and a very strong competitive

position.

WHAT DOES IT DO?

PWR specialises in manufacturing

cooling solutions for global

high-end motorsport teams such

as Formula One, NASCAR and

Formula E. PWR is recognised as

a world leader when it comes

to high performance cooling

and it has used its expertise to

win a number of contracts to

provide cooling solutions for

high-priced limited run supercar

manufacturers such as Aston

Martin and Porsche.

WHY DO WE OWN IT?

PWR has a culture of innovation

and invests a meaningful

proportion of its revenues back

into researching and developing

new cooling solutions each year.

We think this not only keeps PWR

at the forefront of its existing

markets but has the potential to

broaden PWR’s customer base

to include companies in other

industries.

WHAT DOES IT DO?

REA operates the leading online

classified real estate advertising

portal in Australia. It also holds

significant holdings in market

leading property portals in the

United States and India, and has

interests in similar businesses in

five South East Asian countries.

WHY DO WE OWN IT?

In Australia, REA operates in a

largely duopolistic market. It

benefits from a strong network

moat. Close to 100% of real

estate agents in Australia

advertise for sale and for rent,

residential and commercial

properties on its portals.

Its residential property site,

realestate.com.au, has the largest

and most engaged audience

in Australia with 115m visits

per month, 3.3x its nearest

competitor. REA is a strong

business with attractive growth

prospects both domestically and

offshore.

24
Barramundi Limited

|


Annual Report |

2021

WHAT DOES IT DO?

Westpac is Australia’s oldest bank

and corporation. It operates a

leading banking franchise in both

Australia and New Zealand and has

a strong presence in all spheres

of retail and business banking.

Westpac has a formidable stable

of brands supporting its top tier

position in both deposit gathering

and lending.

WHY DO WE OWN IT?

The big four Australian banks

enjoy a supportive industry

structure and wide economic

moats. Their scale, regulatory

expertise, technology and brands

constitute significant barriers to

entry for potential competitors,

allowing the banks to earn healthy

returns on their capital. As the

economy continues recovering

following the COVID-19

lockdowns in 2020, we’d expect

the Australian banks to increase

dividends and capital returns to

shareholders.

BARRAMUNDI PORTFOLIO STOCKS CONTINUED

+52%

TOTAL SHARE RETURNTOTAL SHARE RETURN

+30%

TOTAL SHARE RETURNTOTAL SHARE RETURN

+50%

TOTAL SHARE RETURNTOTAL SHARE RETURN

WHAT DOES IT DO?

SEEK is the largest global online

employment marketplace.

Operating across Australia, New

Zealand, South East Asia, China,

Brazil, Mexico, Bangladesh and

Africa, SEEK’s employment

marketplaces are exposed to

approximately 2.9 billion people

and more than 25% of global GDP.

WHY DO WE OWN IT?

In Australia and New Zealand,

SEEK has a strong competitive

position by virtue of being “front

of mind” for job seekers. There

are 16m profiles registered on

SEEK, more than 85% of the

ANZ labour force. 31% of job

placements in ANZ are on SEEK’s

website. This is five times its

nearest competitor. SEEK is a

highly effective marketplace for

jobseekers and hirers to meet.

Its domestic and international

investments give SEEK exposure

to faster growing, less mature

employment and adjacent

markets.

WHAT DOES IT DO?

Sonic Healthcare is a leading

global provider of medical

diagnostic services. It is a global

leader in pathology testing, and a

significant player in the Australian

diagnostic imaging market.

WHY DO WE OWN IT?

The combination of an ageing

population, an increasing focus

on preventative medicine and

more effective diagnostic tests

drives Sonic’s substantial long-

term growth opportunity.

Regulated medical prices are

typically set to allow small

independent companies to make

a reasonable profit, which allows

Sonic to achieve significant

additional profitability from its

substantial scale. Sonic’s facilities

across its various markets have

also been critical in helping

process COVID-19 related tests

during the pandemic.

25
Barramundi Limited

|


Annual Report |

2021

+65%

TOTAL SHARE RETURNTOTAL SHARE RETURN

+24%

TOTAL SHARE RETURNTOTAL SHARE RETURN

+52%

TOTAL SHARE RETURNTOTAL SHARE RETURN

WHAT DOES IT DO?

WiseTech Global is a logistics

software business with a presence

in key global regions and with

key global customers. Its main

product, Cargowise One, offers

clients a complete suite of logistics

services and general business

solutions. An early lead in the

freight forwarding software

domain confers a key technology

advantage over competing

software systems, increases

customer switching costs and

establishes a nascent network

benefit to participants using its

technology.

WHY DO WE OWN IT?

While increasing trade flows

are supportive, customers need

better technology to help them

manage greater supply chain

complexity, comply with more

onerous regulation and address

vociferous competition. WiseTech

is an early leader in an industry

with low penetration of a clear

internet-based technology

solution, making for significant

growth prospects should the

company retain its leading

position in the sphere.

WHAT DOES IT DO?

Woolworths Group operates the

largest food retailer in Australia.

It also operates New Zealand’s

second-largest food retailer,

Countdown, and Australian

discount department store chain

Big W.

WHY DO WE OWN IT?

Woolworths Group is a leading

player in two of the most highly

consolidated food markets

globally in Australia and New

Zealand. This favourable

competitive structure and the

scale advantages afforded by

its extensive store network

have underpinned Woolworths’

industry-leading profit margins.

WHAT DOES IT DO?

Xero is the market leading

provider of cloud-based

accounting software for small-

to-medium businesses and their

accountants in NZ, Australia and

the UK, with growing presences

in the US and other markets

such as SE Asia and Africa.

WHY DO WE OWN IT?

Xero’s software is best in class

and it continues to pioneer

innovative new functionality to

attract and retain customers. As

a result, Xero has a significant

share of the cloud-based

accounting software market and

is growing subscriber numbers

rapidly. Xero’s software is critical

for sound management of

accounts in small and medium-

sized businesses, leading to high

retention of customers from

one year to the next. The size

of the ultimate opportunity for

Xero is significant and there are

many years of material growth

ahead given ongoing regulatory

changes such as the enforced

requirement for businesses

to file taxes digitally. This is

accelerating the decisions by

businesses to adopt cloud-based

accounting systems.

ALISTAIR RYAN MComm (Hons), FCA
Chair of the Board

Chair of Remuneration and Nominations Committee

Independent Director

For the past 10 years, Alistair Ryan has been a

professional director in the listed and unlisted sectors

in New Zealand. Prior to 2012, Alistair was a senior

executive with SKYCITY (various roles including

CFO) and, before SKYCITY, a partner with Ernst and

Young Auckland. He is a director of Kingfish, Marlin

Global and a member of the FMA’s Audit Oversight

Committee. During 2020, Alistair retired as a director

of Metlifecare and Kiwibank. He is a Fellow of

Chartered Accountants Australia and New Zealand

and his principal place of residence is Auckland.

Alistair was first appointed to the Barramundi board

on 10 February 2012.

DAVID McCL ATCH Y BCom

Independent Director

David McClatchy is an experienced company

director who has extensive investment management

experience across New Zealand and international

markets over the last 35 years. David is a director

of Kingfish and Marlin Global. Before returning

to New Zealand in 2019, David was Group Chief

Investment Officer for Insurance Australia Group and

Director and Head of IAG Asset Management. Prior

to this, David had a 16-year career with ING as Chief

Executive and Chair of ING Investment Management

in Australia and Chief Investment Officer and Director

of ING New Zealand. David’s principal place of

residence is Tauranga.

David McClatchy was first appointed to the

Barramundi board on 1 July 2021.

CAROL CAMPBELL BCom, FCA, CMInstD

Chair of Audit and Risk Committee

Independent Director

Carol Campbell is an experienced company director

who has a sound understanding of efficient board

governance and extensive financial experience.

Carol is a director and Chair of the Audit and Risk

committees of Kingfish and Marlin Global, and Chair

of the Audit and Risk committee of Barramundi. Carol

also holds a number of directorships across a broad

spectrum of companies including T&G Global, New

Zealand Post, Chubb Insurance New Zealand and

NZME, where she is also the Chair of the Audit and

Risk committees, and she is a director of Kiwibank.

Carol is a Fellow of Chartered Accountants Australia

and New Zealand. Carol had her own chartered

accountancy practice for 11 years after a successful

career as a partner at Ernst & Young for over 25

years. Carol’s principal place of residence is Auckland.

Carol was first appointed to the Barramundi board on

5 June 2012.

BOARD OF DIRECTORS

ANDY COUPE LLB, CMInstD

Chair of Investment Committee

Independent Director

Andy Coupe has extensive commercial and capital

markets experience having worked in a number of

sectors within the financial markets over the last 30

years. Andy was formerly a consultant in investment

banking at UBS New Zealand Limited, where his

role principally encompassed equity capital markets

and takeover transactions involving numerous initial

public offerings and secondary market transactions.

Andy is a director of Kingfish, Marlin Global, Briscoe

Group and Coupe Consulting. He is also Chair of the

New Zealand Takeovers Panel and Chair of Television

New Zealand. Andy’s principal place of residence is

Tamahere, Hamilton.

Andy was first appointed to the Barramundi board on

1 March 2013.

Alistair RyanAndy CoupeCarol CampbellDavid McClatchy

26

Barramundi Limited

|


Annual Report |

2021

FOR THE YEAR ENDED 30 JUNE 2021 AND CURRENT AS AT THE DATE OF
THIS ANNUAL REPORT

CORPOR ATE

GOVERNANCE STATEMENT

Barramundi’s board recognises the importance of good

corporate governance and is committed to ensuring that

the Company meets best practice governance principles

to the extent that they are appropriate for the nature of

the Barramundi operations. Strong corporate governance

practices encourage the creation of value for Barramundi

shareholders, while ensuring the highest standards of

ethical conduct and providing accountability and control

systems commensurate with the risks involved.

The board is responsible for establishing and

implementing the Company’s corporate governance

frameworks and is committed to fulfilling this role

in accordance with best practice having appropriate

regard to applicable laws, the NZX Corporate

Governance Code (“NZX Code”) and the Financial

Markets Authority Corporate Governance in New

Zealand - Principles and Guidelines. The board oversees

the management of Barramundi, with the day-to-day

portfolio and administrative management responsibilities

of Barramundi being delegated to Fisher Funds

Management Limited (“Fisher Funds” or “the Manager”).

Over the financial year ended 30 June 2021, Barramundi

was in compliance with the NZX Code, with the

exception of recommendations 4.3

1

and 5.3

2

for the

reasons explained below in the commentary regarding

the relevant NZX Code principles. The alternative

governance practices adopted in respect of those matters

have the approval of the board.

The corporate governance policies and procedures, and

board and committee charters, are regularly reviewed by

the board against the corporate governance standards

set by NZX, any regulatory changes and developments in

corporate governance practices.

The Barramundi constitution and each of the charters,

codes and policies referred to in this section are available

on the Barramundi website (www.barramundi.co.nz)

under the “About Barramundi” “Policies” section.

Principle 1 – Code of ethical behaviour

Directors should set high standards of ethical

behaviour, model this behaviour and hold

management accountable for these standards being

followed throughout the organisation.

CODE OF ETHICS & STANDARDS OF

PROFESSIONAL CONDUCT

Barramundi’s Code of Ethics & Standards of Professional

Conduct details the ethical and professional behavioural

standards required of the directors and those employees

of the Manager who work on Barramundi matters.

The Code of Ethics & Standards of Professional Conduct

covers a wide range of areas including: standards of

behaviour, conflicts of interest, proper use of Company

information and assets, compliance with laws and

policies, reporting concerns and receiving gifts.

Any person who becomes aware of a breach or

suspected breach of the Code of Ethics & Standards of

Professional Conduct is required to report it immediately

in accordance with the procedure set out in the Code of

Ethics & Standards of Professional Conduct.

Training on the Code of Ethics & Standards of

Professional Conduct is included as part of the induction

process for new directors and relevant employees of the

Manager.

The Code of Ethics & Standards of Professional

Conduct is also available on the Barramundi website

for directors and staff to access at any time.

SECURITIES TRADING POLICY

Barramundi’s Securities Trading Policy details the

restrictions on persons nominated by Barramundi

(including its directors and employees of the Manager

who work on Barramundi matters) (“Nominated

Persons”) on trading in Barramundi shares and other

securities.

Nominated Persons, with the permission of the board of

Barramundi, may trade in Barramundi shares only during

the trading window commencing immediately after

Barramundi’s weekly disclosure of its net asset value

on the NZX Limited (“NZX”) market announcement

platform and ending at the close of trading two days

following the net asset value disclosure.

Nominated Persons may not trade in Barramundi shares

when they have price sensitive information that is not

publicly available.

The Securities Trading Policy is available on the

Barramundi website.

CONFLICTS OF INTEREST POLICY

The Conflicts of Interest Policy outlines the board’s

policy on conflicts of interest. The policy details the

process to be adopted for identifying conflicts of

interest and managing any such conflicts.

Principle 2 – Board composition and

performance

To ensure an effective board, there should be

a balance of independence, skills, knowledge,

experience and perspectives.

1

Barramundi does not have a formal environmental, social and governance (ESG) framework. However the Manager has a

formal ESG framework which governs its stock selection which the board is fully supportive of and committed to.

2

There is no CEO remuneration disclosure as Barramundi delegates its management personnel requirements to Fisher Funds

pursuant to an Administration Services Agreement.

27

Barramundi Limited

|


Annual Report |

2021

CORPORATE GOVERNANCE STATEMENT CONTINUED
BOARD CHARTER

Barramundi’s board operates under a written

charter which defines the respective functions and

responsibilities of the board, focusing on the values,

principles and practices that provide the corporate

governance framework.

The board has overall responsibility for all decision

making within Barramundi. The board is responsible

for the direction and control of Barramundi and is

accountable to shareholders and others for Barramundi’s

performance and its compliance with the appropriate

laws and standards. The board has delegated the day-to-

day management of Barramundi to the Manager.

The board uses committees to address certain matters

that require detailed consideration. The board retains

ultimate responsibility for the function of its committees

and determines their responsibilities. The board is

assisted in meeting its responsibilities by receiving

reports and plans from the Manager and through its

annual work programme.

Directors have access to key employees of the Manager

who are connected to the activities of Barramundi and

can request any information they consider necessary for

informed decision making.

The Board Charter is available on the Barramundi website.

NOMINATION AND APPOINTMENT OF

DIRECTORS

In accordance with Barramundi’s constitution and NZX

Listing Rules, a director must not hold office without

re-election past the third annual meeting following his

or her appointment or three years (whichever is the

longer). A director appointed by the board must not hold

office (without re-election) past the next annual meeting

following his or her appointment. Procedures for the

appointment and removal of directors are contained in

Barramundi’s constitution and the Board Charter. The

Remuneration and Nominations Committee is responsible

for identifying and nominating candidates to fill director

vacancies for board approval.

WRITTEN AGREEMENT

Barramundi provides a letter of appointment to

each newly appointed director setting out the terms

of their appointment which they are required to

sign. The letter includes information regarding the

board’s responsibilities, expectations of directors and

independence, expected time commitments, indemnity

and insurance provisions, declaration of interests and

confidentiality. New directors are required to formally

consent to act as a director.

DIRECTOR INFORMATION AND

INDEPENDENCE

The board comprises four directors with diverse

backgrounds, skills, knowledge, experience and

perspectives. Information about each director, including

a profile of experience, length of service and attendance

at board meetings is available on page 26 of this Annual

Report and also on the Barramundi website.

The board takes into account guidance provided under

the NZX Listing Rules and the factors specified in the

NZX Code in determining the independence of directors.

Director independence is considered annually. Directors

have undertaken to inform the board as soon as

practicable if they think their status as an independent

director has or may have changed.

As at 30 June 2021, the board considers that Alistair Ryan

(Chair), Carol Campbell, Andy Coupe and Carmel Fisher

are independent directors and therefore all of the board

are independent directors.

Information in respect of directors’ ownership interests is

available on page 59.

DIVERSITY

Barramundi has a formal Diversity Policy. The board views

diversity as including but not being limited to, skills,

qualifications, experience, gender, race, age, ethnicity and

cultural background. The board recognises that having a

diverse board will enhance effectiveness in key areas.

All appointments to the board are based on merit

and include consideration of the board’s diversity

needs, including gender diversity. Under the Diversity

Policy, the principal measurable diversity objective is to

embed gender diversity as an active consideration in

all succession planning for board positions. The board

assesses annually both the objectives set out in the

Diversity Policy and the Company’s progress in achieving

them. During the financial year to 30 June 2021, there

were no appointments to the board.

Refer to page 59 for changes made to the board post the

30 June 2021 year end.

The board’s gender composition as at the two most

recent annual balance dates was as follows:

NumberProportion

2021FemaleMaleFemaleMale

Directors2250%50%

NumberProportion

2020FemaleMaleFemaleMale

Directors2250%50%

The board believes that Barramundi achieved the

objectives set out in its Diversity Policy for the year ended

30 June 2021.

The Diversity Policy is available on the Barramundi website.

DIR ECTOR TR A INING

All directors are responsible for ensuring they remain

current in understanding their duties as directors.

To ensure ongoing education, directors are regularly

informed of developments that affect the Company’s

industry and business environment.

ASSESSMENT OF DIRECTOR

PERFORMANCE

The Remuneration and Nominations Committee conducts

a formal review of director, committee and board

performance annually. The review includes an assessment

of whether appropriate training has been received by

directors. Appropriate strategies for improvement are

recommended to the board as and when required. The

Chair of the Board also has discussions with directors on

individual performance.

28

Barramundi Limited

|


Annual Report |

2021

INDEPENDENT CH A IR AND
SEPARATION OF THE CHAIR AND

CHIEF EXECUTIVE

The Chair of the Board is an independent director.

Barramundi delegates its management personnel

requirements to the Manager pursuant to an Administration

Services Agreement. The Chair of the Board is a different

person to the Chief Executive of the Manager.

Principle 3 – Board committees

The board should use committees where this will

enhance its effectiveness in key areas, while still

retaining board responsibility.

The board has three standing committees: the Audit and

Risk Committee, the Remuneration and Nominations

Committee and the Investment Committee.

Each committee operates under a charter approved by

the board. The charter of each committee is reviewed

annually.

DIRECTOR MEETING ATTENDANCE

A total of ten board meetings, two Audit and Risk

Committee meetings, one Remuneration and Nominations

Committee meeting and two Investment Committee

meetings were held in the 2021 financial year. Director

attendance at board meetings and committee member

attendance at committee meetings are shown below.

DirectorBoard

Audit and

Risk

Committee

Remuneration

and

Nominations

Committee

Investment

Committee

Carol

Campbell

10/102/21/12/2

Andy

Coupe

10/102/21/12/2

Carmel

Fisher

10/102/21/12/2

Alistair

Ryan

10/102/21/12/2

During the financial year ended 30 June 2021, the board

of Barramundi responded to the impact of the Covid-19

pandemic by holding additional meetings with the

Manager.

AUDIT AND RISK COMMITTEE

The Audit and Risk Committee Charter sets out the

objectives of the Audit and Risk Committee, which are to

provide assistance to the board in fulfilling its responsibilities

in relation to the Company’s financial reporting, internal

controls structure, risk management systems and the external

audit function. The Audit and Risk Committee Charter is

available on the Barramundi website.

The Audit and Risk Committee focuses on audit and risk

management and specifically addresses responsibilities

relative to financial reporting and regulatory compliance.

The Audit and Risk Committee is accountable for ensuring

the performance and independence of the external auditor,

including that the external auditor or lead audit partner is

changed at least every five years.

The Audit and Risk Committee also reviews the

appropriateness of any non-audit services and recommends

to the board which services, other than the statutory audit,

may be provided by PricewaterhouseCoopers as auditor.

The external auditor has a clear line of direct communication

at any time with either the Chair of the Audit and Risk

Committee or the Chair of the Board, both of whom are

independent directors. During the year, the Audit and Risk

Committee held private sessions with the external auditor.

The Audit and Risk Committee currently comprises all of the

directors and is chaired by Carol Campbell.

The Audit and Risk Committee may invite the Corporate

Manager and/or other employees of the Manager and such

other persons, including the external auditor, to attend

meetings, as it considers necessary to provide appropriate

information and explanations.

REMUNER ATION AND NOMINATIONS

COMMIT TEE

The Remuneration and Nominations Committee

Charter sets out the objectives of the Remuneration and

Nominations Committee, which are to set and review the

level of directors’ remuneration, ensure a formal rigorous

and transparent procedure for the appointment of new

directors to the board and evaluate the balance of skills,

knowledge and experience on the board. The Remuneration

and Nominations Committee also assesses the performance

of directors, the board and board committees.

The Remuneration and Nominations Committee currently

comprises all of the directors and is chaired by Alistair Ryan.

The Remuneration and Nominations Committee may invite

the Corporate Manager and/or other employees of the

Manager and such other persons, including the external

auditor, to attend meetings as it considers necessary to

provide appropriate information and explanations.

The Remuneration and Nominations Committee Charter is

available on the Barramundi website.

INVESTMENT COMMITTEE

The Investment Committee Charter sets out the objective

of the Investment Committee, which is to oversee the

investment management of Barramundi to ensure the

portfolio is managed in accordance with the investment

mandate and with the long-term performance objectives

of Barramundi. The Investment Committee Charter is

available on the Barramundi website.

The Investment Committee currently comprises all of the

directors and is chaired by Andy Coupe.

TAKEOVER RESPONSE PROTOCOLS

The board has adopted a formal Takeover Response

Protocol as an internal framework that sets out the process

to be followed if there is a takeover offer for Barramundi.

Principle 4 – Reporting and disclosure

The board should demand integrity in financial and

non-financial reporting, and in the timeliness and

balance of corporate disclosures.

CONTINUOUS DISCLOSURE

Barramundi is committed to promoting investor

confidence by providing complete and equal access to

information in accordance with the NZX Listing Rules.

Barramundi has a Continuous Disclosure Policy designed

to ensure this occurs and a copy of the policy is available

29

Barramundi Limited

|


Annual Report |

2021

on the Barramundi website. The Corporate Manager is
responsible for overseeing and co-ordinating disclosure

to the exchange.

CHARTERS AND POLICIES

Barramundi’s key corporate governance documents,

including its Code of Ethics & Standards of Professional

Conduct, board and committee charters and other

policies, are available on the Barramundi website under

the “About Barramundi” “Policies” section.

FINANCIAL REPORTING

Barramundi believes its financial reporting is balanced,

clear and objective. Barramundi is committed to ensuring

integrity and timeliness in its financial and non-financial

reporting and ensuring the market and shareholders are

provided with an objective view on the performance of

the Company.

The Audit and Risk Committee oversees the quality

and integrity of external financial reporting, including

the accuracy, completeness and timeliness of financial

statements. The Audit and Risk Committee reviews

half-yearly and annual financial statements and makes

recommendations to the board concerning accounting

policies, areas of judgement, compliance with accounting

standards, stock exchange and legal requirements and

the results of the external audit.

As at 30 June 2021, Barramundi did not have a

formal environmental, social and governance (ESG)

framework. Barramundi considers that, given the nature

of its operations (as an investment company), it is not

appropriate to maintain an ESG framework due to the

lack of available metrics relevant to its business against

which it could report on such matters. Barramundi will

continue to assess the relevance of adopting an ESG

framework. However, the Manager has a formal ESG

framework which governs its stock selection, which the

board is fully supportive of and committed to.

In April 2021, the New Zealand Government introduced

a Bill to Parliament to mandate climate-related financial

disclosures. This new reporting requirement will impact

the reporting of most NZX listed issuers, as well as large

registered banks, licensed insurers and managers of

investment schemes. The new legislation is based on the

recommendations of the Taskforce on Climate-related

Financial Disclosures (TCFD), which will bring the New

Zealand financial reporting regarding climate risk into

line with similar reporting requirements already being

adopted around the world. The board will determine the

appropriate climate risk reporting for Barramundi once

the legislative changes have been finalised.

Principle 5 – Remuneration

The remuneration of directors and executives

should be transparent, fair and reasonable.

DIRECTORS’ REMUNERATION

The Director Remuneration Policy sets out the structure

of the remuneration for directors, the review process

and reporting requirements. The Director Remuneration

Policy is available on the Barramundi website.

Directors’ fees are determined by the board on the

recommendation of the Remuneration and Nominations

Committee within the aggregate amount approved by

shareholders. The current directors’ fee pool limit of

$157,500 (plus GST if any) was approved by shareholder

resolution at the 2018 Annual Shareholders’ Meeting.

Each year, the Remuneration and Nominations Committee

reviews the level of directors’ fees. The Remuneration and

Nominations Committee considers the skills, performance,

experience and level of responsibility of directors when

undertaking the review, and is authorised to obtain

independent advice on market conditions.

The following table sets out the remuneration received

by each director from Barramundi for the year ended 30

June 2021.

Directors’ remuneration* for the 12 months ended

30 June 2020

Alistair Ryan (Chair)$50,000

(1)

Carol Campbell $ 37, 5 0 0

(2)

Andy Coupe$ 37, 5 0 0

(3)

Carmel Fisher$32,500

(4)

* excludes GST

(1) $4,972 of this amount was applied to the purchase of

6,629 shares under the Barramundi Share Purchase Plan.

(Alistair Ryan holds in excess of the 50,000 share threshold

set out in the director Share Purchase Plan but has elected

to continue in the plan.)

(2) Included in this total amount is $5,000 that Carol Campbell

receives as Chair of the Audit and Risk Committee. $3,727

of this amount was applied to the purchase of 4,969

shares under the Barramundi Share Purchase Plan. (Carol

Campbell holds in excess of the 50,000 share threshold set

out in the director Share Purchase Plan but has elected to

continue in the plan).

(3) Included in this total amount is $5,000 that Andy Coupe

receives as Chair of the Investment Committee. $3,727 of

this amount was applied to the purchase of 4,969 shares

under the Barramundi Share Purchase Plan. (Andy Coupe

holds in excess of the 50,000 share threshold set out in the

director Share Purchase Plan but has elected to continue in

the plan).

(4) Carmel Fisher is a substantial Barramundi shareholder and

has holdings in excess of the 50,000 share threshold set

out in the director Share Purchase Plan. (Details of director

holdings can be found in the Statutory Information section

on page 59).

Details of remuneration paid to directors are also

disclosed in note 11 to the financial statements for the

financial year ended 30 June 2021. The directors’ fees

disclosed in the financial statements include a portion of

non-recoverable GST expensed by Barramundi.

There are no retirement benefits for directors nor are

there any share options available for directors.

DIRECTORS’ SHAREHOLDING - SHARE

PURCHASE PLAN

A Share Purchase Plan was introduced by the board in

2012 which requires each director to allocate 10% of

their annual director’s fee to the purchase (on market)

of Barramundi shares. Once an individual director’s

shareholding reaches 50,000 shares, the director can

elect whether to continue with the plan. The intention of

the Share Purchase Plan is to further align the interests of

directors with those of shareholders.

CORPORATE GOVERNANCE STATEMENT CONTINUED

30

Barramundi Limited

|


Annual Report |

2021

OFFICER R EMUNER ATION
Barramundi delegates its management personnel

requirements to Fisher Funds pursuant to an

Administration Services Agreement. For this reason,

Barramundi does not have a Chief Executive Officer and

it does not consider it appropriate to make disclosures

about remuneration for the Manager’s personnel

or include those personnel in the application of the

Company’s remuneration policies. The fees paid to

Fisher Funds for administration services are set out in

note 11 to Barramundi’s financial statements for the

financial year ended 30 June 2021.

Principle 6 – Risk management

Directors should have a sound understanding of

the material risks faced by the issuer and how to

manage them. The board should regularly verify

that the issuer has appropriate processes that

identify and manage potential and material risks.

RISK MANAGEMENT FRAMEWORK

The board has overall responsibility for Barramundi’s

system of risk management and internal control.

Barramundi has in place policies and procedures to

identify areas of significant business risk and implements

procedures to manage those risks effectively.

Key risk management tools used by Barramundi include

the Audit and Risk Committee function, outsourcing of

certain functions to service providers, internal controls,

financial and compliance reporting procedures and

processes and business continuity planning. Barramundi

also maintains insurance policies that it considers

adequate to meet its insurable risks.

The board is actively involved in tracking the

development of existing risks and the emergence of

new risks to Barramundi’s business. The Audit and Risk

Committee and board receive regular reports on the

operation of risk management policies and procedures.

Significant risks are discussed at each board meeting,

and/or as required.

In addition to Barramundi’s policies and procedures in

place to manage business risks, the Manager has its

own comprehensive risk management policy. The board

is informed of any changes to the Manager’s policy.

The spread of Covid-19 has impacted economies

around the globe. In many countries, businesses have

been forced to cease or limit operations for extended

or indefinite periods of time. Global stock markets

have experienced greater than normal volatility and

there was significant market weakness during the early

stages of the pandemic.

During the financial year ended 30 June 2021, the

board of Barramundi responded to the impact of the

Covid-19 pandemic by holding additional meetings

with the Manager to ensure that appropriate risk

management processes and procedures, including

the rigorous application of the STEEPP process, were

being maintained. The application of the STEEPP

process ensures stock selection, de-selection and the

in-depth testing of the stock assessment processes.

These additional meetings enabled the board to closely

oversee the portfolio management process undertaken

by the Manager as part of its mandated approach.

During the period of the initial first New Zealand

lockdown, when there was significant volatility in the

NZX and ASX, Barramundi increased its usual weekly

NAV reporting from once per week on Thursdays, to

twice per week, with the NAVs published on both

Mondays and Thursdays. Barramundi reverted to once

per week NAV reporting from mid-May 2020.

The duration and overall impact of the Covid-19

pandemic, as well as the effectiveness of government

and central bank responses, remains unclear at this

time. As such, it is not possible to reliably estimate the

duration and severity of these consequences, as well

as their impact on the financial position and results of

Barramundi for future periods.

The preparation of Barramundi’s financial statements for

the financial year ended 30 June 2021 has not required

the addition of any new judgements or estimates.

HEALTH AND SAFETY

The Manager operates under a Health and Safety Policy.

Under this policy, Fisher Funds assumes responsibility

for the health and safety of its employees.

Principle 7 – Auditors

The board should ensure the quality and

independence of the external audit process.

Barramundi’s Audit and Risk Committee makes

recommendations to the board on the appointment of the

external auditor. The Audit and Risk Committee monitors

the independence and effectiveness of the external

auditor and approves and reviews any non-audit services

performed by the external auditor. An External Auditor

Independence Policy, which documents the framework

of Barramundi’s relationship with its external auditor, was

adopted in May 2018. This policy includes procedures:

(a) to sustain communication with Barramundi’s external

auditor;

(b) to ensure that the ability of the external auditor to

carry out its statutory audit role is not impaired, or

could reasonably be perceived to be impaired;

(c) to address what, if any, services (whether by type or

level) other than their statutory audit roles may be

provided by the external auditor to Barramundi; and

(d) to provide for the monitoring and approval by the

Audit and Risk Committee of any service provided by

the external auditor to Barramundi other than in its

statutory audit role.

The Audit and Risk Committee meets with the external

auditor, without management present, to approve its

terms of engagement, audit partner rotation (at least

every five years) and audit fee, and to review and provide

feedback in respect of the annual audit plan. The Audit

and Risk Committee holds private sessions with the

external auditor.

Barramundi’s current external auditor,

PricewaterhouseCoopers (“PwC”), was appointed by

shareholders at the 2007 annual meeting in accordance

with the provisions of the Companies Act 1993. PwC

is automatically reappointed as auditor under Part 11,

Section 207T of the Companies Act at the Annual

Shareholders’ Meeting, except in limited circumstances.

31

Barramundi Limited

|


Annual Report |

2021

The Audit and Risk Committee has assessed PwC to be
independent and confirmed that the non-audit services

provided in relation to confirming the amounts used in

the performance fee calculation have not compromised

PwC’s independence. Written confirmation of PwC’s

independence has been obtained by the board.

PwC, as external auditor of the 2021 financial statements,

will attend this year’s Annual Shareholders’ Meeting and

will be available to answer questions about the conduct of

the audit, preparation and content of the auditor’s report,

accounting policies adopted by Barramundi and their

independence in relation to the conduct of the audit.

Barramundi does not have an internal audit function,

however the Company regularly reviews all areas of

risk management and focuses on all operating and

compliance risk obligations. Barramundi delegates day-to-

day management responsibilities to the Manager and the

Corporate Manager is responsible for managing operational

and compliance risks across Barramundi’s business and

reporting on those matters to the board as needed.

Principle 8 – Shareholder rights and relations

The board should respect the rights of shareholders

and foster constructive relationships with

shareholders that encourage them to engage with

the issuer.

INFORMATION FOR SHAREHOLDERS

The board recognises the importance of providing

shareholders with comprehensive, timely and equal

access to information about its activities. The board

aims to ensure that shareholders have available to

them all information necessary to assess Barramundi’s

performance.

Barramundi’s website, www.barramundi.co.nz, provides

information to shareholders and investors about the

Company. Barramundi’s ‘Investor Centre’ part of its

website contains a range of information including periodic

and continuous disclosures to NZX, annual reports and

content related to the Annual Shareholders’ Meeting. The

website also contains information about Barramundi’s

directors, copies of key corporate governance documents

and general company information.

The board recognises that other stakeholders may have

an interest in Barramundi’s activities. While there are

no specific stakeholders’ interests that are currently

identifiable, Barramundi will continue to review policies in

consideration of future interests.

COMMUNICATING W ITH

SHAREHOLDERS

Barramundi communicates regularly with its

shareholders through its monthly and quarterly updates.

The Company receives questions from shareholders

from time to time and has processes in place to ensure

shareholder communications are responded to within

a reasonable timeframe. The Company’s website

sets out Barramundi’s appropriate contact details for

communications from shareholders. Barramundi also

provides options for shareholders to receive and send

communications by post or electronically.

SHAREHOLDER VOTING RIGHTS

When required by the Companies Act 1993, Barramundi’s

Constitution and the NZX Listing Rules, Barramundi will

CORPORATE GOVERNANCE STATEMENT CONTINUED

refer decisions to shareholders for approval. Barramundi’s

policy is to conduct voting at its shareholder meetings by

way of poll and on the basis of one share, one vote.

NOTICE OF ANNUAL MEETING

The 2021 Barramundi Notice of Annual Meeting will be

sent to shareholders at least 20 working days prior to the

meeting and will be published on the Barramundi website.

Subject to any Covid-19 restrictions which prevent the

Company from holding a physical meeting, this year’s

meeting will be held at 10.30am on 15 October 2021, at

the Ellerslie Event Centre in Auckland. Full participation of

shareholders is encouraged at the Shareholders’ Annual

Meeting and shareholders are encouraged to submit

questions in writing prior to the meeting.

MANAGEMENT AGREEMENT RENEWAL

The Management Agreement between Barramundi

and Fisher Funds is subject to renewal every five

years. The Management Agreement is next subject to

renewal in October 2021.

NZX WAIVERS

Barramundi outsources all investment management

functions and administration services to the Manager

under the Management Agreement entered into when

Barramundi first listed. The Management Agreement

has been amended to reflect the evolving relationship

between Barramundi and the Manager, with such

amendments being largely administrative. Since

December 2014, administration services previously

provided for in the Management Agreement have

been recorded in a separate Administration Services

Agreement. The rationale for this change was to create

efficiencies for Barramundi across staff utilisation and

costs. There was no substantive change to the nature or

scope of services or the actual costs payable.

Barramundi was granted a waiver by NZX Regulation

on 30 May 2017 from (pre 1 January 2019) NZX Listing

Rule 9.2.1 so that it is not required to obtain shareholder

approval for the entry into the Administration Services

Agreement and specific amendments to the Management

Agreement. The waiver is provided on the conditions

specified in paragraph 2 of the waiver decision, which is

available on the Barramundi website: www.barramundi.

co.nz/investor-centre/market-announcements/.

CAPITAL RAISINGS

Barramundi Warrant Issue (BRMWF)

On 5 October 2020, Barramundi issued 52,532,918

warrants to shareholders based on a record date of 2

October 2020. Barramundi shareholders were issued

one warrant for every four shares held. Each warrant

gives shareholders the right, but not the obligation, to

subscribe for one additional ordinary share in Barramundi

on the 29 October 2021 exercise date.

The exercise price will be $0.70 less any dividends per

share declared by the Company with a record date

between 5 October 2020 and the announcement of the

29 October 2021 exercise price. The final exercise price

will be calculated and advised to warrant holders at least

six weeks before the exercise date.

32

Barramundi Limited

|


Annual Report |

2021

We present the financial statements for Barramundi Limited for the year ended 30 June 2021.
We have ensured that the financial statements for Barramundi Limited present fairly the financial position of the

Company as at 30 June 2021 and its financial performance and cash flows for the year ended on that date.

We have ensured that the accounting policies used by the Company comply with generally accepted accounting

practice in New Zealand and believe that proper accounting records have been kept. We have ensured

compliance of the financial statements with the Financial Markets Conduct Act 2013.

We also consider that adequate controls are in place to safeguard the Company’s assets and to prevent and

detect fraud and other irregularities.

The Barramundi board authorised these financial statements for issue on 23 August 2021.

Alistair Ryan Carol Campbell

David McClatchy Andy Coupe

FOR THE YEAR ENDED 30 JUNE 2021

DIRECTORS’ STATEMENT

OF RESPONSIBILITY

33

Barramundi Limited

|


Annual Report |

2021

FINANCIAL
STATEMENTS CONTENTS

35 Statement of Comprehensive Income

36 Statement of Changes in Equity

37 Statement of Financial Position

38 Statement of Cash Flows

39 Notes to the Financial Statements

53 Independent Auditor’s Report

34

Barramundi Limited

|


Annual Report |

2021

The accompanying notes form an integral part of these financial statements.
BARRAMUNDI LIMITED

STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 30 JUNE 2021

NOTES 2021 2020

$000$000

Interest income 4 27

Dividend income 2,832 3,030

Net changes in fair value of financial assets and liabilities2 53,866 12,677

Other income/(losses)3 509 (66)

Total net income 57, 211 15,668

Operating expenses4 (5,494) (3,007)

Operating profit before tax 51,717 12,661

Total tax benefit/(expense)5 600 (136)

Net operating profit after tax attributable to shareholders 52,317 12,525

Total comprehensive income after tax attributable to shareholders 52,317 12,525

Basic earnings per share7 24.82c 6.44c

Diluted earnings per share7 23.43c 6.42c

35

Barramundi Limited

|


Annual Report |

2021

The accompanying notes form an integral part of these financial statements.
BARRAMUNDI LIMITED

STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 30 JUNE 2021

ATTRIBUTABLE TO SHAREHOLDERS OF THE COMPANY

NOTES

SHARE

CAPITAL

PERFORMANCE

FEE RESERVE

(ACCUMULATED

DEFICITS)/

R E TAINED

EARNINGS

TOTAL

EQUIT Y

$000$000$000$000

Balance at 1 July 2019 143,286 0 (24,987)118, 299

Comprehensive income

Net operating profit after tax 0 0 12,525 12,525

Other comprehensive income 0 0 0 0

Total comprehensive income for the

year ended 30 June 2020

0 0 12,525 12,525

Transactions with shareholders

Shares issued for warrants exercised 18,423 0 0 18,423

Share buybacks6 (706) 0 0 (706)

Dividends paid6 0 0 (10,950) (10,950)

New shares issued under dividend reinvestment plan6 3,176 0 0 3,176

Shares issued from treasury stock under dividend

reinvestment plan

6 749 0 0 749

Total transactions with owners for the

year ended 30 June 2020 21,642 0 (10,950) 10,692

Balance at 30 June 2020 164,928 0 (23,412) 141,516

Comprehensive income

Net operating profit after tax 0 0 52,317 52,317

Other comprehensive income 0 0 0 0

Total comprehensive income for the

year ended 30 June 2021 0 0 52,317 52,317

Transactions with shareholders

Warrant issue costs6 (3) 0 0 (3)

Dividends paid6 0 0 (12,648) (12,648)

New shares issued under dividend reinvestment plan6 4,503 0 0 4,503

Reduction to share issue costs 6 0 0 6

Total transactions with owners for the

year ended 30 June 2021

4,506 0 (12,648) (8 ,14 2)

Balance at 30 June 2021 169,434 0 16,257 185,691

36

Barramundi Limited

|


Annual Report |

2021

The accompanying notes form an integral part of these financial statements.
BARRAMUNDI LIMITED

STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2021

NOTES 2021 2020

$000

SHAREHOLDERS' EQUITY185,691141,516

Represented by:

ASSETS

Current Assets

Cash and cash equivalents 10 949 2,416

Trade and other receivables 8 1,306 259

Financial assets at fair value through profit or loss 2 185,602 14 0,103

Current tax receivable 64

Total Current Assets 187,921 142,778

Non-current Assets

Deferred tax asset5 560 0

Total Non-current Assets 560 0

TOTAL ASSETS 188,481 142,778


LIABILITIES

Current Liabilities

Trade and other payables 9 2,790 1,10 4

Financial liabilities at fair value through profit or loss2 0 6

Current tax payable5 0 94

Total Current Liabilities 2,790 1,204


Non-current Liabilities

Deferred tax liability5 0 58

Total Non-current Liabilities 0 58

TOTAL LIABILITIES 2,790 1,262

NET ASSETS 185,691 141,516

These financial statements have been authorised for issue for and on behalf of the Board by:

A B Ryan / Chair C A Campbell / Chair of the Audit and Risk Committee

23 August 2021 23 August 2021

37

Barramundi Limited

|


Annual Report |

2021

The accompanying notes form an integral part of these financial statements.
BARRAMUNDI LIMITED

STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 30 JUNE 2021

NOTES 2021 2020

$000$000

Operating Activities

Sale of listed equity investments 43,694 50,654

Interest received 4 30

Dividends received 2,722 2,997

Other income/(expenses) 24 (86)

GST refund 492 0

Purchase of listed equity investments (36,396) (61,742)

Operating expenses (3,233) (2,728)

Taxes paid (176) (568)

Net settlement of forward foreign exchange contracts (453) 885

Net cash inflows/(outflows) from operating activities10 6,678 (10,558)


Financing Activities

Proceeds from warrants exercised 0 18,423

Reduction to share issue costs to purchase ordinary shares 6 0

Warrant issue costs (3) 0

Share buybacks 0 (706)

Dividends paid (net of dividends reinvested) (8 ,145) ( 7, 025 )

Net cash (outflows)/inflows from financing activities (8 ,14 2) 10,692

Net increase in cash and cash equivalents held (1,464) 134

Cash and cash equivalents at beginning of the year 2,416 2,269

Effects of foreign currency translation on cash balance (3) 13

Cash and cash equivalents at end of the year10 949 2,416

38

Barramundi Limited

|


Annual Report |

2021

BARRAMUNDI LIMITED
NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2021

NOTE 1 BASIS OF ACCOUNTING

Reporting Entity

Barramundi Limited (“Barramundi” or “the Company”) is listed on the NZX Main Board, is registered

in New Zealand under the Companies Act 1993 and is a FMC Reporting Entity under the Financial

Markets Conduct Act 2013.

The Company’s registered office is Level 1, 67-73 Hurstmere Road, Takapuna, Auckland.

Basis of Preparation

These financial statements have been prepared in accordance with the requirements of Part 7

of the Financial Markets Conduct Act 2013, the NZX Main Board listing rules and New Zealand

Generally Accepted Accounting Practice (NZ GAAP). They comply with New Zealand equivalents to

International Financial Reporting Standards (NZ IFRS) as appropriate to for profit-orientated entities,

and International Financial Reporting Standards (IFRS).

The financial statements have been prepared on the historical cost basis, except for financial assets

and liabilities at fair value through profit or loss.

The functional and reporting currency used to prepare the financial statements is New Zealand

dollars, rounded to the nearest one thousand dollars.

The operating expenses include GST where it is charged by other parties as it cannot be reclaimed.

The impact of COVID-19 on the Company’s financial statements was considered and, other than

the impact of the post COVID-19 recovery on investment fair value gains, there have been no other

impacts on the Company’s financial reporting.

Foreign Currency Transactions and Translations

Foreign currency transactions are converted into New Zealand dollars using exchange rates

prevailing at transaction date. Foreign currency assets and liabilities are translated into New Zealand

dollars using the exchange rates prevailing at the balance date.

Foreign exchange gains or losses relating to the financial assets and liabilities at fair value through

profit or loss are presented in the Statement of Comprehensive Income within “Net changes in fair

value of financial assets and liabilities”.

Foreign exchange gains and losses relating to cash and cash equivalents, trade and other

receivables, and trade and other payables are presented in the Statement of Comprehensive Income

within “Other income/(losses)”.

Accounting Policies

Accounting policies that summarise the recognition and measurement basis used and are relevant

to an understanding of the financial statements, are provided throughout the notes to the financial

statements and are designated by a

symbol.

The accounting policies adopted have been consistently applied to all years presented, unless

otherwise stated.

There are no new accounting standards, amendments to standards and interpretations that

have a material impact on these financial statements. The same applies for any new standards,

amendments to standards and interpretations that have been issued but are not yet effective.

Critical Judgements, Estimates and Assumptions

The preparation of financial statements requires the directors to make judgements, estimates and

assumptions that affect the application of policies and reported amounts of assets and liabilities,

income and expenses.

Judgements are designated by a

j


symbol in the notes to the financial statements. There were no

material estimates or assumptions required in the preparation of these financial statements.

Authorisation of Financial Statements

The Barramundi Board of Directors authorised these financial statements for issue on 23 August 2021.

No party may change these financial statements after their issue.

39

Barramundi Limited

|


Annual Report |

2021

BARRAMUNDI LIMITED
NOTES TO THE FINANCIAL STATEMENTS CONTINUED

FOR THE YEAR ENDED 30 JUNE 2021

NOTE 2 FINANCIAL ASSETS AND LIABILITIES AT FAIR VALUE THROUGH

PROFIT OR LOSS

j

Given that the investment portfolio is managed, and performance is evaluated, on a fair value

basis in accordance with a documented investment strategy, Barramundi has classified all of its

investments at fair value through profit or loss.

Investments are initially recognised at fair value and are subsequently revalued to reflect changes

in fair value. Net changes in the fair value of financial assets and liabilities are recognised in the

Statement of Comprehensive Income.

Financial assets at fair value through profit or loss comprise Australian listed equity investment

assets and forward foreign exchange contracts with positive value.

Financial liabilities at fair value through profit or loss comprise forward foreign exchange contracts

with negative value.

Forward foreign exchange contracts can be used as economic hedges for equity investments

against currency risk. They are accounted for on the same basis as those investments and are

recognised at their fair value.

All purchases and sales of investments are recognised at trade date, which is the date the

Company commits to purchase or sell the investment and transaction costs are expensed as

incurred. When an investment is sold, any gain or loss arising on the sale is included in the

Statement of Comprehensive Income. Realised gains or losses are calculated as the difference

between the sale proceeds and the carrying amount of the item.

The fair value of listed equity investments traded in active markets are based on last sale prices

at balance date, except where the last sale price falls outside the bid-ask spread for a particular

investment, in which case the bid price will be used to value the investment.

The fair value of forward foreign exchange contracts is determined by using valuation techniques

based on spot exchange rates and forward points supplied by The World Markets Company PLC

via Refinitiv.

Dividend income from investments is recognised in the Statement of Comprehensive Income when

the Company’s right to receive payments is established (ex-dividend date).

Investments recognised at fair value are categorised according to a fair value hierarchy that shows

the extent of judgement used in determining their fair value. Where unadjusted quoted prices

are used in an active market, the investments are categorised as Level 1. When significant inputs

derived from quoted prices are used, the investments are categorised as Level 2. If significant

inputs are not based on observable market data, they are categorised as Level 3.

j

All listed equity investments held by Barramundi are categorised as Level 1 and all forward

foreign exchange contracts are classified as Level 2 in the fair value hierarchy. There have been

no transfers between levels of the fair value hierarchy during the year (2020: none).

There were no financial instruments classified as Level 3 at 30 June 2021 (2020: none).

40

Barramundi Limited

|


Annual Report |

2021

20212020
$000$000

Financial assets and liabilities at fair value through profit or loss

Financial Assets:

Australian listed equity investments 185,471 140,067

Forward foreign exchange contracts 131 36

Total financial assets at fair value through profit or loss 185,602 140,103

Financial Liabilities:

Forward foreign exchange contracts 0 6

Total financial liabilities at fair value through profit or loss 0 6


Net changes in fair value of financial assets and liabilities

Australian listed equity investments 53,663 10,406

Foreign exchange gains on Australian listed equity investments 555 2,289

Losses on forward foreign exchange contracts (352) (18)

Net changes in fair value of financial assets and liabilities

through profit or loss

53,866 12,677

The notional value of forward foreign exchange contracts held at 30 June 2021 was

$122,191,923 (2020: $92,576,044).

NOTE 3 OTHER INCOME/(LOSSES)

20212020

$000$000

GST refund (note 11) 492 0

Foreign exchange gains/(losses) on cash and cash equivalents and

outstanding settlements

17 (66)

Total other (losses)/income 509 (66)

NOTE 4 OPER ATING EXPENSES

Management fee (note 11) 2,107 1,705

Performance fee (note 11) 2,478 301

Administration services (note 11) 159 159

Directors' fees (note 11) 176 175

Brokerage 165 297

Investor relations and communications 145 132

Custody and accounting fees 57 49

NZX fees 62 54

Professional fees 42 42

Fees paid to the auditor:

Statutory audit and review of financial statements 38 36

Non-assurance services

1

2 2

Regulatory fees 17 15

Other operating expenses 46 40

Total operating expenses 5,494 3,007

1

Non-assurance services relate to agreed upon procedures performed in respect of the performance fee

calculation. No other fees were paid to the auditor.

41

Barramundi Limited

|


Annual Report |

2021

BARRAMUNDI LIMITED
NOTES TO THE FINANCIAL STATEMENTS CONTINUED

FOR THE YEAR ENDED 30 JUNE 2021

NOTE 5 TAXATION

Barramundi is a Portfolio Investment Entity (“PIE”) for tax purposes.

Taxation expense comprises both current and deferred tax. Current tax is the expected tax payable

on the taxable income for the year, using tax rates enacted or substantively enacted at balance

date, and any adjustment to tax payable in respect of previous years. Current tax for current and

prior periods is recognised as a liability or asset to the extent that it is unpaid (or refundable).

Deferred tax (if any) is recognised as the difference between the carrying amounts of assets and

liabilities in the financial statements and the amounts used for taxation purposes. A deferred tax

asset is only recognised to the extent it is probable it will be utilised.

20212020

$000$000

Taxation expense is determined as follows:

Operating profit before tax 51,717 12,661

Non-taxable realised gain on financial assets and liabilities (12,793) (5,747)

Non-taxable unrealised gain on financial assets and liabilities (41,267) (6,833)

Fair Dividend Rate income 253 335

Exempt dividends subject to Fair Dividend Rate (52) (114)

Imputation credits 91 49

Non-deductible expenses and other 174 309

Forfeit of foreign tax credits 86 0

Prior period adjustment (27) 0

Taxable income (1,818) 660

Tax at 28% (509) 185

Imputation credits (91) (49)

Total tax (benefit)/expense (600) 136

Taxation expense comprises:

Current tax 0 127

Deferred tax (617) 9

Forfeit of tax credits240

Prior period adjustment(7)0

Total tax (benefit)/expense (600) 136

Current tax balance

Opening balance (94) (535)

Current tax movements 0 (127)

Tax paid 151 535

Credits used 0 33

Prior period adjustment 7 0

Current tax receivable/(payable) 64 (94)

Deferred tax balance

Opening balance (58) (49)

Accrued dividends (48) (9)

Tax credits 93 0

Current year losses 573 0

Deferred tax asset/(liability) 560 (58)

42

Barramundi Limited

|


Annual Report |

2021

j
A deferred tax asset is recognised only if it is probable that future tax profits will be available to utilise

the deferred tax asset.

Imputation credits

The imputation credits available for subsequent reporting periods total $633 (2020: $94,149).

This amount represents the balance of the imputation credit account at the end of the reporting

period, adjusted for imputation credits that will arise from the receipt of dividends recognised as a

receivable at 30 June 2021.

NOTE 6 SHAREHOLDERS’ EQUITY

Share Capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new

shares and warrants are shown in equity as a deduction.

When shares are acquired by the Company, the amount of consideration paid is recognised

directly in equity. Acquired shares are classified as treasury stock and presented as a deduction

from share capital. When treasury stock is subsequently sold or reissued, the cost of treasury

stock is reversed and the realised gain or loss on sale or reissue, net of any directly attributable

incremental transaction costs, is recognised within share capital.

Barramundi has 213,764,688 fully paid ordinary shares on issue (2020: 208,719,740). All ordinary

shares rank equally and have no par value. All shares carry an entitlement to dividends and one vote

is attached to each fully paid ordinary share.

Buybacks

Barramundi maintains an ongoing share buyback programme. For the year ended 30 June 2021,

Barramundi did not acquire any shares (2020: 1,112,889 shares, $705,988) under the programme

which allows up to 5% of the ordinary shares on issue (as at the date 12 months prior to the

acquisition) to be acquired. Shares acquired under the buyback programme are held as treasury

stock and subsequently reissued to shareholders under the dividend reinvestment plan. There were

no shares held as treasury stock at balance date (2020: nil).

Warrants

On 5 October 2020, 52,532,918 new Barramundi warrants were allotted, and quoted on the NZX

Main Board on 6 October 2020. One new warrant was issued to all eligible shareholders for every

four shares held on record date. The warrants are exercisable at $0.70 per warrant, adjusted down

for dividends declared during the period up to the exercise date of 29 October 2021. Warrant

holders can elect to exercise some or all of their warrants on the exercise date. The net cost of

issuing the warrants of $3,450 is deducted from share capital.

Dividends

j

Dividend distributions to the Company’s shareholders are recognised as a liability in the financial

statements in the period in which the dividends are declared by the Barramundi Board.

Barramundi has a distribution policy where 2% of average NAV is distributed each quarter.

Dividends paid during the year comprised:

2021

$000

CENTS PER

SHARE

2020


$000

CENTS PER

SHARE

25 Sep 2020 2,797 1.3426 Sep 2019 2,390 1.39

18 Dec 2020 3,047 1.4519 Dec 2019 2,932 1.4 4

26 Mar 2021 3,339 1.5827 Mar 2020 2,975 1.45

25 Jun 2021 3,465 1.6326 Jun 2020 2,653 1.28

12,648 6.00 10,950 5.56

43

Barramundi Limited

|


Annual Report |

2021

BARRAMUNDI LIMITED
NOTES TO THE FINANCIAL STATEMENTS CONTINUED

FOR THE YEAR ENDED 30 JUNE 2021

NOTE 6 SHAREHOLDERS’ EQUITY CONTINUED

Dividend Reinvestment Plan

Barramundi has a dividend reinvestment plan which provides ordinary shareholders with the option

to reinvest all or part of any cash dividends in fully paid ordinary shares at a 3% discount to the five-

day volume weighted average share price from the date the shares trade ex-entitlement. During the

year ended 30 June 2021, 5,044,948 ordinary shares totalling $4,503,104 (2020: 6,502,038 ordinary

shares totalling $3,925,414) were issued in relation to the plan for the quarterly dividends paid. To

participate in the dividend reinvestment plan, a completed participation notice must be received by

Barramundi before the next record date.

NOTE 7 EARNINGS PER SHARE

Basic earnings per share is calculated by dividing the profit attributable to equity holders of the

Company by the weighted average number of ordinary shares on issue during the year. Diluted

earnings per share assumes conversion of all dilutive potential ordinary shares in determining the

denominator. Potential ordinary shares include outstanding warrants.

20212020


Basic earnings per share

Profit attributable to shareholders of the Company ($'000) 52,317 12,525

Weighted average number of ordinary shares on issue

net of treasury stock (‘000)


210,776


194,376

Basic earnings per share 24.82c 6.44c


Diluted earnings per share

Profit attributable to shareholders of the Company ($'000) 52,317 12,525

Weighted average number of ordinary shares on issue net of treasury stock

('000)

210,776 194,376

Diluted effect of warrants on issue ('000) 12,558 856

223,334 195,232

Diluted earnings per share 23.43c 6.42c

44

Barramundi Limited

|


Annual Report |

2021

NOTE 8 TRADE AND OTHER RECEIVABLES
Trade and other receivables are classified as financial assets at amortised cost and are initially

recognised at fair value, and subsequently measured at amortised cost less any provision for

impairment. Receivables are assessed on a case-by-case basis for impairment.

j

The trade and other receivables’ carrying values are a reasonable approximation of fair value.

20212020

$000$000

Dividends receivable 375 211

Unsettled investment sales 922 0

Other receivables and prepayments 9 48

Total trade and other receivables 1,306 259

NOTE 9 TRADE AND OTHER PAYABLES

Trade and other payables are classified as other financial liabilities and are initially recognised at

fair value, and subsequently measured at amortised cost.

j

The trade and other payables' carrying values are a reasonable approximation of fair value.

20212020

$000$000

Dividends payable 59 0

Related party payable (note 11) 2,683 463

Unsettled investment purchases 0 594

Other payables and accruals 48 47

Total trade and other payables 2,790 1,104

45

Barramundi Limited

|


Annual Report |

2021

BARRAMUNDI LIMITED
NOTES TO THE FINANCIAL STATEMENTS CONTINUED

FOR THE YEAR ENDED 30 JUNE 2021

NOTE 10 CASH AND CASH FLOW RECONCILIATION

Cash and Cash Equivalents

Cash and cash equivalents are classified as financial assets at amortised cost and comprise cash on

deposit at banks.

20212020

$000$000

Cash - New Zealand dollars 936 528

Cash - Australian dollars 13 1,888

Cash and Cash Equivalents 949 2,416


Reconciliation of Net Operating Profit after Tax to Net Cash Flows

from Operating Activities

Net operating profit after tax 52,317 12,525


Items not involving cash flows:

Unrealised losses/(gains) on cash and cash equivalents 3 (13)

Unrealised gains on revaluation of investments (41,267) (6,849)

Unrealised (gains)/losses on forward foreign exchange contracts (101) 902

(41,365) (5,960)


Impact of changes in working capital items

Increase in trade and other payables 1,686 902

(Decrease)/increase in trade and other receivables (1,047) 84

Change in current and deferred tax (776) (432)

(137) 554

Items relating to investments

Amount paid for purchases of investments (36,396) (61,742)

Amount received from sales of investments 43,694 50,654

Net amount received on settlement of forward foreign exchange contracts (453) 885

Realised gains on investments (12,498) (6,731)

Decrease/(increase) in unsettled purchases of investments 594 (594)

Increase/(decrease) in unsettled sales of investments 922 (149)

(4 ,137) (17,677)

Net cash inflows/(outflows) from operating activities 6,678 (10,558)

46

Barramundi Limited

|


Annual Report |

2021

NOTE 11 RELATED PARTY INFORMATION
Parties are considered to be related if one party has the ability to control or exercise significant

influence over the other party in making financial or operational decisions.

Transactions with related parties

The Manager of Barramundi is Fisher Funds Management Limited (“Fisher Funds” or “the

Manager”). Fisher Funds is a related party by virtue of the Management Agreement. In return for

the performance of its duties as Manager, Fisher Funds is paid the following fees:

(i) Management fee: 1.25% (plus GST) per annum of the gross asset value, calculated weekly and

payable monthly in arrears. The fee reduces if the Manager underperforms, thereby aligning the

Manager’s interests with those of the Barramundi shareholders. For every 1% underperformance

(relative to the change in the NZ 90 Day Bank Bill Index) the management fee percentage is reduced

by 0.1%, subject to a minimum 0.75% per annum management fee.

(ii) Performance fee: Fisher Funds may earn an annual performance fee of 10% plus GST

(2020: 15% plus GST) of excess returns over and above the performance fee hurdle return (being

the change in the NZ 90 Day Bank Bill Index plus 7%) subject to achieving the High Water Mark

(“HWM”). The total performance fee amount is subject to a cap of 1.25% of the adjusted net asset

value (prior to performance fees) and is settled fully in cash.

The HWM is the dollar amount by which the net asset value per share exceeds the highest net asset

value per share (after adjustment for capital changes and distributions) at the end of any previous

calculation period in which a performance fee was payable, multiplied by the number of shares at

the end of the period.

In accordance with the terms of the Management Agreement, when a performance fee is earned, it

is paid within 60 days of the balance date.

Performance fees paid to the Manager are recognised as an expense in the Statement of

Comprehensive Income and treated in line with a typical operating expense.

For the year ended 30 June 2021, excess returns of $43,716,564 (2020: $2,966,757) were generated

and the net asset value per share before the deduction of a performance fee was $0.87 (2020:

$0.68), which exceeded the HWM after adjustment for capital changes and distributions of $0.62

(2020: $0.57). Accordingly, the Company has expensed a capped performance fee of $2,477,923 in

the Statement of Comprehensive Income for the year ended 30 June 2021 (2020: $301,126).

(iii) Administration fee: Fisher Funds provides corporate administration services and a monthly fee

is charged.

Fees earned, accrued and payable:

20212020

$000$000

Fees earned by and accrued to the Manager

for the year ended 30 June

Management fees 2,107 1,705

Performance fees 2,478 301

Administration services 159 159

Total fees earned by and accrued to the Manager 4,744 2 ,165


Fees payable to the Manager at 30 June

Management fees 192 149

Performance fees payable in cash 2,478 301

Administration services 13 13

Total amount payable to the Manager 2,683 463

47

Barramundi Limited

|


Annual Report |

2021

NOTE 11 RELATED PARTY INFORMATION CONTINUED
Investment transactions with related parties

Off-market transactions between Barramundi and other funds managed by Fisher Funds take place

for the purposes of rebalancing portfolios without incurring brokerage costs. These transactions

are conducted after the market has closed at last sale price (on an arm’s length basis). Purchases

for the year ended 30 June 2021 totalled $168,533 (2020: $3,388,954) and there were no sales

(2020: $55,960).

GST refund

On 30 April 2021, Fisher Funds received a GST refund plus use of money interest (UOMI) from

the Inland Revenue Department (“IRD”). The refund relates to the period 1 April 2004 to 31 July

2009 when the Manager applied 15% GST on management fees, when a subsequent assessment

confirmed the Manager was entitled to charge only 1.5% GST on management fees. The total

GST refund received by the Manager on behalf of Barramundi is $491,502, being overcharged GST

refunded of $481,644 plus UOMI of $9,858.

The GST refund was received by Barramundi in May 2021.

The GST refund and UOMI are excluded from any performance fee calculation, consistent with how

they have been treated in the past given they are not performance related income for the year.

Directors

The directors of Barramundi are the only key management personnel and they are paid a fee for

their services. The directors’ fee pool is $157,500 (plus GST if any) per annum (2020: $157,500).

The amount paid to directors (inclusive of GST for three directors) is disclosed in note 4 under

directors’ fees (all directors earn a director’s fee).

The directors or their associates also held shares in the Company at 30 June 2021 and warrants

during the year. The table below shows a reconciliation of opening and closing share holdings and

warrant holdings for all directors or their associates:

20212020

$000$000

Opening value of shares held by directors or their associates 3,333 1,30 0

Plus shares issued for warrants exercised 0 333

Plus other share purchases 1,620 1,353

Plus share price movements 2,434 347

Closing value of shares held by directors or their associates 7, 3 87 3,333

Opening value of warrants held by directors or their associates 0 8

Plus new warrants issued and price movements 426 11

Less warrants exercised 0 (19)

Closing value of warrants held by directors or their associates 426 0

Dividends of $376,419 (2020: $260,404) were also received by directors or their associates as a

result of their shareholding.

BARRAMUNDI LIMITED

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

FOR THE YEAR ENDED 30 JUNE 2021

48

Barramundi Limited

|


Annual Report |

2021

NOTE 12 FINANCIAL RISK MANAGEMENT
The Company is subject to a number of financial risks which arise as a result of its investment

activities, including market risk, credit risk and liquidity risk.

The Management Agreement between Barramundi and Fisher Funds details permitted

investments. Financial instruments currently recognised in the financial statements also comprise

cash and cash equivalents, forward foreign exchange contracts, trade and other receivables and

trade and other payables.

Market Risk

All equity investments present a risk of loss of capital, often due to factors beyond the Company’s

control such as competition, regulatory changes, commodity price changes and changes in general

economic climates domestically and internationally. The Manager moderates this risk through

careful stock selection, diversification and daily monitoring of the market positions. For corporate

governance purposes there is also regular reporting to the Board of Directors. In addition, the

Manager has to meet the criteria of authorised investments within the prudential limits defined in

the Management Agreement.

The market risk of the Company is concentrated in Australia.

Price Risk

Price risk is the risk of gains or losses from changes in the market price of investments. The Company

is exposed to the risk of fluctuations in the underlying value of its listed portfolio companies. There

were no companies individually comprising more than 10% of Barramundi’s total assets at 30 June

2021 (2020: none).

Interest Rate Risk

Interest rate risk is the risk of movements in interest rates. Surplus cash is held in interest bearing

Australian and New Zealand bank accounts. The Company is therefore exposed to the risk of

changes in interest income from movements in both Australian and New Zealand interest rates.

There is no hedge against the risk of movements in interest rates.

Currency Risk

Currency risk is the risk that the fair value or future cash flows of an investment will fluctuate

because of changes in foreign exchange rates. The Company holds assets denominated in Australian

dollars and it is therefore exposed to currency risk as the value of these assets in Australian dollars

will fluctuate with changes in the relative value of the New Zealand dollar. The Company mitigates

this risk by entering into forward foreign exchange contracts as and when the Manager deems

it appropriate. At any time during the year the portfolio may be hedged by an amount deemed

appropriate by the Manager.

49

Barramundi Limited

|


Annual Report |

2021


NOTE 12 FINANCIAL RISK MANAGEMENT CONTINUED

Market Risk (continued)

Sensitivity Analysis

The table below summarises the impact on net operating profit after tax and shareholders’ equity to

reasonably possible changes arising from market risk exposure at 30 June as follows:

20212020

$000$000

Price risk

1


Australian listed equity investmentsCarrying value 185,471 140,067

Impact of a 20% change in market prices: +/- 37, 0 9 4 28,013

Interest rate risk

2


Cash and cash equivalentsCarrying value 949 2,416

Impact of a 1% change in interest rates: +/- 9 24

Currency risk

3


Cash and cash equivalentsCarrying value 13 1,888

Impact of a +10% change in exchange rates (1) (172)

Impact of a -10% change in exchange rates 1 210

Australian listed equity investmentsCarrying value 185,471 140,067

Impact of a +10% change in exchange rates (16,861) (12,733)

Impact of a -10% change in exchange rates 20,608 15,563

Forward foreign exchange contractsCarrying value 131 30

Impact of a +10% change in exchange rates 11,10 8 8,416

Impact of a -10% change in exchange rates (13,577) (10,286)

Net foreign currency payables/receivablesCarrying value 1,297 (385)

Impact of a +10% change in exchange rates (118 ) 35

Impact of a -10% change in exchange rates 14 4 (43)

1

A variable of 20% is considered appropriate for market price risk sensitivity analysis based on historical price

movements.


2

A variable of 1% was selected as this is a reasonably expected movement based on historical volatility. The

percentage movement for the interest rate sensitivity relates to an absolute change in interest rate rather than

a percentage change in interest rate.


3

A variable of 10% was selected as this is a reasonably expected movement based on historic trends in

exchange rate movements.



BARRAMUNDI LIMITED

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

FOR THE YEAR ENDED 30 JUNE 2021

50

Barramundi Limited

|


Annual Report |

2021


Credit Risk

Credit risk is the risk that a counterparty will default on its contractual obligations resulting in

financial loss to the Company. In the normal course of its business, the Company is exposed to credit

risk from transactionswith its counterparties.

Australian listed equity investments are held by an independent custodian, Trustees Executors

Limited. All transactions in listed securities are paid for on delivery according to standard settlement

instructions and are normally settled within three business days. Dividends receivable are due from

listed Australian companies and are normally settled within a month after the Ex-Dividend date. The

Company has cash and forward foreign exchange contracts with banks registered in New Zealand

and Australia which carry a minimum short-term credit rating of S&P AA-.

The Company measures credit risk and expected credit losses using probability of default, exposure

at default and loss given default. Management considers both historical analysis and forward

looking information in determining any expected credit loss. At balance date, cash at bank was held

with counterparties with a credit rating of S&P AA- or equivalent. Trade and other receivables are

normally settled within three business days.

Management considers the probability of default to be close to zero as the counterparties have a

strong capacity to meet their contractual obligations in the near term. As a result, no loss allowance

has been recognised based on 12-month expected credit losses as any such impairment would be

wholly insignificant to the Company.

The maximum credit risk of financial assets is deemed to be their carrying amount as reported in the

Statement of Financial Position.

Other than cash at bank, short term unsettled trades and dividends receivable, there are no

significant concentrations of credit risk. The Company does not expect non-performance by

counterparties, therefore no collateral or security is required.

Liquidity Risk

Liquidity risk is the risk that the assets held by the Company cannot readily be converted to cash

in order to meet the Company’s financial obligations as they fall due. The Company endeavours to

invest the proceeds from the issue of shares in appropriate investments while maintaining sufficient

liquidity (through daily cash monitoring) to meet working capital and investment requirements. All

trade and other payables have contractual maturities of three months or less.

Liquidity to fund investment requirements can be augmented through the procurement of a debt

facility from a registered bank to a maximum value of 20% of the gross asset value of the Company.

There were no such debt facilities at 30 June 2021 (2020: nil).

All derivative financial liabilities held by the Company have contractual maturities of three months or

less.

There have been no subsequent events to suggest any issues with satisfying working capital and

investment requirements.

Capital Risk Management

The Company’s objective is to prudently manage shareholder capital (share capital, reserves,

accumulated deficits) and borrowings (if any).

In order to maintain or adjust the capital structure, the Company may adjust the amount of

dividends paid to shareholders, return capital to shareholders, undertake share buybacks, issue new

shares and secure borrowings in the short term.

The Company was not subject to any externally imposed capital requirements during the year.

Since announcing a long-term distribution policy in August 2009, the Company continues to pay 2%

of average net asset value each quarter.

51

Barramundi Limited

|


Annual Report |

2021

BARRAMUNDI LIMITED
NOTES TO THE FINANCIAL STATEMENTS CONTINUED

FOR THE YEAR ENDED 30 JUNE 2021

NOTE 13 NET ASSET VALUE

The audited net asset value per share of Barramundi as at 30 June 2021 was $0.87 (2020:

$0.68), calculated as the net assets of $185,691,037 divided by the number of shares on issue of

213,764,688 (2020: net assets of $141,516,499 and shares on issue of 208,719,740).

NOTE 14 COMMITMENTS AND CONTINGENT LIABILITIES

There were no unrecognised contractual commitments or contingent liabilities as at 30 June 2021

(2020: nil).

NOTE 15 FINANCIAL REPORTING BY SEGMENTS

The Company operates in a single operating segment, being Australian financial investment.

The Company is managed as a whole and is considered to have a single operating segment. There is

no further division of the Company or internal segment reporting used by the Directors when making

strategic, investment or resource allocation decisions.

There has been no change to the operating segment during the year.

NOTE 16 SUBSEQUENT EVENTS

The Board declared a dividend of 1.69 cents per share on 23 August 2021. The record date for this

dividend is 9 September 2021 with a payment date of 24 September 2021.

On 1 July 2021 Barramundi appointed David McClatchy as an independent director. He replaced

Carmel Fisher, who retired from the board of directors on 6 August 2021.

There were no other events which require adjustment to, or disclosure, in these financial statements.

52

Barramundi Limited

|


Annual Report |

2021

PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142 New Zealand
T: +64 9 355 8000, www.pwc.co.nz

Independent auditor’s report

To the shareholders of Barramundi Limited

Our opinion

In our opinion, the accompanying financial statements of Barramundi Limited (the Company) present

fairly, in all material respects, the financial position of the Company as at 30 June 2021, its financial

performance and its cash flows for the year then ended in accordance with New Zealand Equivalents

to International Financial Reporting Standards (NZ IFRS) and International Financial Reporting

Standards (IFRS).

What we have audited

The financial statements comprise:

●the statement of financial position as at 30 June 2021;

●the statement of comprehensive income for the year then ended;

●the statement of changes in equity for the year then ended;

●the statement of cash flows for the year then ended; and

●the notes to the financial statements, which include significant accounting policies and other

explanatory information.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs

(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of our

report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our opinion.

Independence

We are independent of the Company in accordance with Professional and Ethical Standard 1

International Code of Ethics for Assurance Practitioners (including International Independence

Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards

Board and the International Code of Ethics for Professional Accountants (including International

Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA

Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements.

Our firm carries out an agreed-upon procedures engagement for the Company in relation to the

performance fee calculation. The provision of this service has not impaired our independence as

auditor of the Company.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in

our audit of the financial statements of the current year. These matters were addressed in the context

of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not

provide a separate opinion on these matters.

PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142 New Zealand

T: +64 9 355 8000, www.pwc.co.nz

Independent auditor’s report

To the shareholders of Barramundi Limited

Our opinion

In our opinion, the accompanying financial statements of Barramundi Limited (the Company) present

fairly, in all material respects, the financial position of the Company as at 30 June 2021, its financial

performance and its cash flows for the year then ended in accordance with New Zealand Equivalents

to International Financial Reporting Standards (NZ IFRS) and International Financial Reporting

Standards (IFRS).

What we have audited

The financial statements comprise:

●the statement of financial position as at 30 June 2021;

●the statement of comprehensive income for the year then ended;

●the statement of changes in equity for the year then ended;

●the statement of cash flows for the year then ended; and

●the notes to the financial statements, which include significant accounting policies and other

explanatory information.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs

(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of our

report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our opinion.

Independence

We are independent of the Company in accordance with Professional and Ethical Standard 1

International Code of Ethics for Assurance Practitioners (including International Independence

Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards

Board and the International Code of Ethics for Professional Accountants (including International

Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA

Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements.

Our firm carries out an agreed-upon procedures engagement for the Company in relation to the

performance fee calculation. The provision of this service has not impaired our independence as

auditor of the Company.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in

our audit of the financial statements of the current year. These matters were addressed in the context

of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not

provide a separate opinion on these matters.

53

Barramundi Limited

|


Annual Report |

2021

PwC
Description of the key audit matter How our audit addressed the key audit matter

Valuation and existence of Australian

listed equity investments

Australian listed equity investments (the

investments) are valued at $185.5 million

and represent 98% of total assets.

Further disclosures on the investments

are included in note 2 to the financial

statements.

This was an area of focus for our audit

and an area where a significant proportion

of audit effort was directed.

As at 30 June 2021, all investments were

in companies that were listed on the ASX

and were actively traded with readily

available, quoted market prices. The

market prices were quoted in Australian

dollars, and were then translated to New

Zealand dollars using the exchange rate

at 30 June 2021.

All investments are held by Trustees

Executors Limited (the Custodian) on

behalf of the Company. Trustees

Executors Limited also provides

administration services for the Company.

Our audit procedures included updating our

understanding of the business processes employed by

the Company for accounting for, and valuing, its

investment portfolio.

We obtained confirmation from the Custodian that the

Company was the recorded owner of all the recorded

investments.

We obtained copies of and assessed Trustees

Executors Limited’s Internal Controls Reports for

Custody, Investment Accounting and Registry services

for the period from 1 April 2020 to 31 March 2021.

Trustees Executors Limited has confirmed that there

has been no material change to the control

environment in the period from 1 April 2021 to 30 June

2021.

We agreed the price for all investments held at 30

June 2021 and the exchange rate at which they have

been converted from Australian dollars to New

Zealand dollars to independent third-party pricing

sources.

No matters arose from the procedures performed.

Our audit approach

Overview

Materiality Overall materiality: $928,000, which represents approximately 0.5%

of net assets.

We chose net assets as the benchmark because, in our view, the

objective of the Company is to provide investors with a total return on

its assets, taking account of both capital and income returns.

Key audit matters As reported above, we have one key audit matter, being: Valuation

and existence of Australian listed equity investments.

As part of designing our audit, we determined materiality and assessed the risks of material

misstatement in the financial statements. In particular, we considered where management made

subjective judgements; for example, in respect of significant accounting estimates that involved

making assumptions and considering future events that are inherently uncertain. As in all of our audits,

we also addressed the risk of management override of internal controls, including among other

matters, consideration of whether there was evidence of bias that represented a risk of material

misstatement due to fraud.

54

Barramundi Limited

|


Annual Report |

2021

PwC
Materiality

The scope of our audit was influenced by our application of materiality. An audit is designed to obtain

reasonable assurance about whether the financial statements are free from material misstatement.

Misstatements may arise due to fraud or error. They are considered material if, individually or in

aggregate, they could reasonably be expected to influence the economic decisions of users taken on

the basis of the financial statements.

Based on our professional judgement, we determined certain quantitative thresholds for materiality,

including the overall materiality for the financial statements as a whole as set out above. These,

together with qualitative considerations, helped us to determine the scope of our audit, the nature,

timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually

and in aggregate, on the financial statements as a whole.

How w e tailored our audit scope

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an

opinion on the financial statements of the Company as a whole, taking into account the structure of the

Company, the Company’s investments and the accounting processes and controls.

The Company appointed Fisher Funds Management Limited as the Manager to provide investment

management services and administration services. The Company’s investments are held by the

Custodian, who also provides accounting services.

In completing our audit, we performed relevant audit procedures over the control environment of the

Manager and the Custodian and to support our audit conclusions.

Other information

The Directors are responsible for the other information. The other information comprises the

information included in the annual report but does not include the financial statements and our

auditor's report thereon. The annual report is expected to be made available to us after the date of this

auditor's report.

Our opinion on the financial statements does not cover the other information and we will not express

any form of audit opinion or assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other

information and, in doing so, consider whether the other information is materially inconsistent with the

financial statements or our knowledge obtained in the audit, or otherwise appears to be materially

misstated.

When we read the other information not yet received, if we conclude that there is a material

misstatement therein, we are required to communicate the matter to the Directors and use our

professional judgement to determine the appropriate action to take.

Responsibilities of the Directors for the financial statements

The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of

the financial statements in accordance with NZ IFRS and IFRS, and for such internal control as the

Directors determine is necessary to enable the preparation of financial statements that are free from

material misstatement, whether due to fraud or error.

55

Barramundi Limited

|


Annual Report |

2021

PwC
In preparing the financial statements, the Directors are responsible for assessing the Company’s

ability to continue as a going concern, disclosing, as applicable, matters related to going concern and

using the going concern basis of accounting unless the Directors either intend to liquidate the

Company or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements, as a

whole, are free from material misstatement, whether due to fraud or error, and to issue an auditor’s

report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a

guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always detect a

material misstatement when it exists. Misstatements can arise from fraud or error and are considered

material if, individually or in the aggregate, they could reasonably be expected to influence the

economic decisions of users taken on the basis of these financial statements.

A further description of our responsibilities for the audit of the financial statements is located at the

External Reporting Board’s website at:

https://www.xrb.govt.nz/assurance-standards/auditorsn-responsibilities/audit-report-2/

This description forms part of our auditor’s report.

Who we report to

This report is made solely to the Company’s shareholders, as a body. Our audit work has been

undertaken so that we might state those matters which we are required to state to them in an auditor’s

report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume

responsibility to anyone other than the Company and the Company’s shareholders, as a body, for our

audit work, for this report or for the opinions we have formed.

The engagement partner on the audit resulting in this independent auditor’s report is Philip Taylor.

For and on behalf of:

Chartered Accountants

23 August 2021

Auckland

56

Barramundi Limited

|


Annual Report |

2021

SHAREHOLDER INFORMATION
SPREAD OF SHAREHOLDERS AS AT 9 AUGUST 2021

Holding Range

# of

Shareholders# of Shares% of Total

1 to 999237101,0830.05

1,000 to 4,9996641,705,0500.80

5,000 to 9,9998996,093,8602.85

10,000 to 49,9992,37854,316,01125.41

50,000 to 99,99954737,563,04217. 57

100,000 to 499,99941376,018,96935.56

500,000 +3437,9 6 6 , 6 7 317.76

TOTAL5,172213,764,688100.00

20 LARGEST SHAREHOLDERS AS AT 9 AUGUST 2021

Holder Name# of Shares% of Total

ASB NOMINEES LIMITED <ACCOUNT 340941 - ML>6,336,2042.96

CUSTODIAL SERVICES LIMITED <A/C 4>3,459,6151.62

NEW ZEALAND DEPOSITORY NOMINEE LIMITED

<A/C 1 CASH ACCOUNT>

2, 427,70 61.14

FORSYTH BARR CUSTODIANS LIMITED <1-CUSTODY>1,870,5300.88

FNZ CUSTODIANS LIMITED1,739,2180.81

TAREWAI FISHING COMPANY LIMITED1,536,6710.72

IVOR ANTHONY MILLINGTON1,400,0000.65

FRANZ CHRISTIAN ELIAS1,30 0,0340.61

ROGER GEORGE JOBSON1,10 0,9150.52

LEWIS TAIT SUTHERLAND1,000,0000.47

LEVERAGED EQUITIES FINANCE LIMITED995,7730.47

DEREK JOHN SMITH & MAUREEN MARGARET SMITH902,7300.42

ANTHONY JOHN SIMMONDS & MAUREEN SIMMONDS

<AJ & M SIMMONDS PARTNERSHIP A/C>

808,9950.38

WILLIAM EDWARD ATKINS800,0000.37

MIRJANA VILKE779,6000.36

LAPAUGE LIMITED743,7830.35

COLIN ALEXANDER GREIG733,8250.34

BARRY NEVILLE COLMAN710,0000.33

ALAN PETER SCOTT700,0000.33

IVAN WILLIAM FOX699,5320.33

TOTAL3 0,0 45,13114.06

57

Barramundi Limited

|


Annual Report |

2021

SHAREHOLDER INFORMATION CONTINUED
SPREAD OF WARRANT HOLDERS AS AT 9 AUGUST 2021

Holding Range

# of

Warrant holders# of Warrants% of Total

1 to 999630262,6130.50

1,000 to 4,9991,7964,654,9818.86

5,000 to 9,9998005,615,50710.69

10,000 to 49,99995219, 410,16236.95

50,000 to 99,9991147,9 5 7, 8 5 715.15

100,000 to 499,999599,845,40518.74

500,000 +44,786,3939.11

TOTAL4,35552,532,918100.00

20 LARGEST WARRANT HOLDERS AS AT 9 AUGUST 2021

Holder Name# of Warrants% of Total

ANTHONY JOHN SIMMONDS & MAUREEN SIMMONDS

<AJ & M SIMMONDS PARTNERSHIP A/C>

2,083,6723.97

ASB NOMINEES LIMITED <ACCOUNT 340941 - ML>1,123,14 42.14

CUSTODIAL SERVICES LIMITED <A/C 4>885,4351.69

TAREWAI FISHING COMPANY LIMITED69 4,1421.32

FNZ CUSTODIANS LIMITED427, 3170.81

RUSSELL NOEL HARRIS & ELLEN CHRISTINE HARRIS365,9640.70

FORSYTH BARR CUSTODIANS LIMITED <1-CUSTODY>364,9470.69

ROBERT LAURENTIUS JOHANNES BRUIN & ANNEMARIE BRUIN300,0000.57

NEW ZEALAND DEPOSITORY NOMINEE LIMITED

<A/C 1 CASH ACCOUNT>

299,2010.57

ROGER GEORGE JOBSON275,2290.52

ROSEMARY HELEN WESKETT270,0000.51

ALLAN JOHN SMITH & TRUDIE JOAN SMITH <ALLSMI A/C>250,0000.48

HOE SENG LIM241,6880.46

NEIL BARRY ROBERTS225,0000.43

PATRICIA SUAT KIAUR LOW203,9370.39

ROGER ALLAN PALMER & WENDY ROSLYN PALMER203,6960.39

BRUCE ROBERT MAULE200,0000.38

LEO ADRIAN KOPPENS200,0000.38

RODNEY VALENTINO DENNIS OLLIFF189,2060.36

GRAEME EDWARDS & GRAEME RAMSEY <G R EDWARDS FAMILY A/C>187,5000.36

TOTAL8,990,07817.11

58

Barramundi Limited

|


Annual Report |

2021

DIRECTORS’ RELEVANT INTERESTS IN EQUITY SECURITIES AS AT 30 JUNE 2021
STATUTORY INFORMATION

INTERESTS REGISTER

Barramundi is required to maintain an interests register in which the particulars of certain transactions and matters

involving the directors must be recorded. The interests register for Barramundi is available for inspection at its

registered office. Particulars of entries in the interests register as at 30 June 2021 are as follows:

Ordinary SharesWarrants

Held Directly

Held by Associated

PersonsHeld Directly

Held by Associated

Persons

A B Ryan

(1)

16,32114 4,7233,89034,491

C M Fisher

(2)

6,336,2041,123,14 4

C A Campbell

(3)

123,24529,372

R A Coupe

(4)

93,93422,387

(1)

A B Ryan purchased 6,629 shares on market in the year ended 30 June 2021 as per the Barramundi share purchase plan

(purchase price $0.75). A B Ryan and associated persons acquired 10,302 shares in the year ended 30 June 2021, issued

under the dividend reinvestment plan (average issue price $0.91). A B Ryan was allocated 38,381 warrants in the year ended

30 June 2021.

(2)

Associated persons of C M Fisher purchased 1,843,629 shares on market in the year ended 30 June 2021. Associated

persons of C M Fisher were allocated 1,123,144 warrants in the year ended 30 June 2021.

(3)

C A Campbell purchased 4,969 shares on market in the year ended 30 June 2021 as per the Barramundi share purchase

plan (purchase price $0.75). C A Campbell acquired 7,884 shares in the year ended 30 June 2021, issued under the dividend

reinvestment plan (average issue price $0.91). C A Campbell was allocated 29,372 warrants in the year ended 30 June 2021.

(4)

R A Coupe purchased 4,969 shares on market in the year ended 30 June 2021 as per the Barramundi share purchase

plan (purchase price $0.75). R A Coupe acquired 6,009 shares in the year ended 30 June 2021, issued under the dividend

reinvestment plan (average issue price $0.91). R A Coupe was allocated 22,387 warrants in the year ended 30 June 2021.

DIRECTORS HOLDING OFFICE

Barramundi’s directors as at 30 June 2021 were:

• A B Ryan (Chair)

• C M Fisher

• C A Campbell

• R A Coupe

During the year, there were no appointments to the board. However, on 19 April 2021, Carmel Fisher advised the

board of her intension to retire as a director of Barramundi, effective from 6 August 2021. As a result of Carmel

Fisher’s retirement, the board has appointed David McClatchy as an independent director of the Company effective

from 1 July 2021. In accordance with the Barramundi constitution and NZX Listing Rules, David will stand for

election at the 2021 Annual Shareholders’ Meeting.

In accordance with the Barramundi constitution, at the 2020 Annual Shareholders’ Meeting, Andy Coupe retired

by rotation and being eligible was re-elected. Carol Campbell retires by rotation at the 2021 Annual Shareholders’

Meeting and being eligible, offers herself for re-election.

DIRECTORS’ INDEMNITY AND INSURANCE

Barramundi has arranged Directors’ and Officers’ liability insurance covering directors acting on behalf of

Barramundi. Cover is for damages, judgements, fines, penalties, legal costs awarded and defence costs arising

from wrongful acts committed while acting for Barramundi. The types of acts that are not covered include

dishonest, fraudulent, malicious acts or omissions, and wilful breach of statute or regulations.

Barramundi has granted an indemnity in favour of all current and future directors of the Company in accordance

with its constitution.

59

Barramundi Limited

|


Annual Report |

2021

DIRECTORS’ RELEVANT INTERESTS
The following are relevant interests of Barramundi’s Directors as at 30 June 2021:

A B RyanKingfish LimitedChair

Marlin Global LimitedChair

FMA Audit Oversight CommitteeMember

C M FisherKingfish LimitedDirector

Marlin Global LimitedDirector

Rembrandt SuitsDirector

C A CampbellKingfish LimitedDirector

Marlin Global LimitedDirector

T&G Global LimitedDirector

Hick Bros Holdings Limited & subsidiary companies Director

Woodford Properties LimitedDirector

alphaXRT LimitedDirector

New Zealand Post LimitedDirector

Key Assets FoundationTrustee

Key Assets NZ LimitedDirector

Kiwibank LimitedDirector

Asset Plus LimitedDirector

Nica Consulting LimitedDirector

NZME LimitedDirector

Cord Bank LimitedDirector

T&G Insurance LimitedDirector

Bankside Chambers LtdDirector

Chubb Insurance New Zealand LimitedDirector

R A CoupeKingfish LimitedDirector

Marlin Global LimitedDirector

New Zealand Takeovers PanelChair

Coupe Consulting LimitedDirector

Briscoe Group Limited Director

Television New Zealand LimitedChair

STATUTORY INFORMATION CONTINUED

60

Barramundi Limited

|


Annual Report |

2021

AUDITOR’S REMUNERATION
During the 30 June 2021 year, the following amounts were paid/payable to the auditor, PricewaterhouseCoopers

New Zealand.

$000

Statutory audit and review of financial statements38

Other assurance services0

Non assurance services2

PricewaterhouseCoopers New Zealand is a registered audit firm and its audit partners are licensed auditors under

the Auditor Regulation Act 2011.

DONATIONS

Barramundi did not make any donations during the year ended 30 June 2021.

61

Barramundi Limited

|


Annual Report |

2021

REGISTERED OFFICE
Barramundi Limited

Level 1

67 – 73 Hurstmere Road

Takapuna

Auckland 0622

DIRECTORS

Independent Directors

Alistair Ryan (Chair)

Carol Campbell

Andy Coupe

David McClatchy

CORPOR ATE

MANAGEMENT TEAM

Wayne Burns

Beverley Sutton

MANAGER

Fisher Funds Management

Limited

Level 1

67 – 73 Hurstmere Road

Takapuna

Auckland 0622

SHARE REGISTRAR

Computershare Investor

Services Limited

Level 2

159 Hurstmere Road

Takapuna

Auckland 0622

Private Bay 92119

A u c k l a n d 114 2

Phone +64 9 488 8777

Email: enquiry@computershare.co.nz

FOR MORE INFORMATION

For enquiries about transactions, changes of address and dividend payments, contact the share registrar above.

Alternatively, to change your address, update your payment instructions and to view your investment portfolio

including transactions online, please visit: www.investorcentre.com/NZ

FOR ENQUIRIES ABOUT BARRAMUNDI CONTACT

Barramundi Limited

Level 1, 67 – 73 Hurstmere Road, Takapuna, Auckland 0622

Private Bag 93502, Takapuna, Auckland 0740

Phone: +64 9 489 7074 | Email: enquire@barramundi.co.nz

AUDITOR

PricewaterhouseCoopers

New Zealand

Level 27

P wC Tower

15 Customs Street West

Auckland 1010

SOLICITOR

Bell Gully

Level 21

48 Shortland Street

Auckland 1010

BANKER

ANZ Bank New Zealand Limited

23 – 29 Albert Street

Auckland 1010

NATURE OF BUSINESS

The principal activity of

Barramundi is investment in

quality, growing Australian

companies.

The information contained in this annual report is provided for information purposes only and does not constitute an offer,

invitation, basis for a contract, financial advice, other advice or recommendation to conclude any transaction for the purchase

or sale of any security, loan or other instrument. In particular, the information contained in this annual report is not financial

advice for the purposes of the Financial Markets Conduct Act 2013, as amended and should not be relied upon when making an

investment decision. Professional financial advice from a financial adviser should be taken before making an investment.

DIRECTORY

62

Barramundi Limited

|


Annual Report |

2021

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.